Chapter-4 General meeting

20. General Meeting: (1) A general meeting (hereinafter referred to as the annual general meeting) shall be held at the head office of the Corporation in each year within Two months after the date of closure of annual accounts of the Corporation, following the sale of shares of at least Five percent value of the share capital issued by the Corporation for sale to the general people. If the shareholders holding at least Five percent make a written application signed by them or the Board considers necessary so to do, the extra-ordinary general meeting of the Corporation shall be held at any other time.

(2) If at least One-Thirds shareholders do not attend a general meeting in person or by proxy, the quorum for the general meeting shall not be deemed to have been constituted. A general meeting called for the second time upon not being attended by the quorum may be deemed to be attended by the quorum if it is attended by One-Sixths of the shareholders. Provided that if the general meeting called for the second time is not even attended by a quorum as mentioned, a submission containing that matter shall be made to the Government of Nepal, and it shall be done as
sanctioned.

(3) The shareholders present at the annual general meeting shall discuss the annual accounts, profit and loss account, matters contained in the auditor’s report in relation thereto and the Board’s report on the affairs
of the Corporation carried out throughout the year. These matters shall be submitted to the Government of Nepal until the provision of the annual general meeting is made.

(4) Each person whose name is entered as a shareholder of the Corporation may cast one vote. No shareholder may exercise vote without being present at a general meeting in person or by proxy.

(5) Any decision at the general meeting shall be made by a simple majority of the shareholders and proxies attending and voting thereat.

21. Power of the Government of Nepal to make decisions and give  directions:

(1) If there is divergence of opinion between the general meeting and the Board on the operation of the Corporation, a submission shall be made to the Government of Nepal for its decision, and the decision made thereon by the Government of Nepal shall be final.

(2) If the Government of Nepal considers appropriate so to do for national interest, it may give direction as follows to the Corporation, and it shall be duty of the Corporation to abide such a direction:

(a) To operate any specific service or carry out any other act in any specific area, or (b) To refrain from doing any act being done by the Corporation in any specific area, or to alter such an act or close the same totally, or (c) Not to do any act about to be done by the Corporation.

22. Power of Government of Nepal to make inquiries into activities of Corporation: (1) The Government of Nepal may, by publishing a Notification in the Nepal Gazette, appoint one inspector to inquire into the affairs of the Corporation.

(2) The inspector appointed pursuant to Sub-section (1) shall be entitled to examine all accounts and books of accounts and documents of the Corporation.

(3) The inspector appointed under this Section shall submit a report to the Government of Nepal.