Nirmal Enterprises Limited wants to send the notice of its Annual General Meeting to all its members. The company proposes to send the notice by…

Provisions: Provisions relating to Service of Documents is dealt in Section 20 of the Companies Act, 2013 read with Rule 35 of the Companies (Management and Administration) Rules, 2014. (i) Service of documents on a Member: A document may be served on a member by the company by any of the following modes: Sending it to the member by post or by registered post or by speed post or through courier at his registered address; or Delivering it at his registered address; or Sending it through electronic mode (email), where the member has registered his email address with the company; or In the case of a member who has no registered address in India, by advertisement in a newspaper circulating in the district where the registered office is situated, or by any other mode prescribed. Additionally, in the case of documents like the AGM notice, Section 101 and the general framework of Section 20 permit the company to use any one of the recognised modes post, courier, or electronic transmission. Importantly, the law does not mandate email as the exclusive or mandatory mode merely because a member has registered an email address. The company retains the option to serve through any of the valid modes listed above, including post/speed post to the registered address. Analysis: Nirmal Enterprises Limited sent the AGM notice by speed post to Mr. Kapoor's registered address. This is an expressly recognised mode of service under Section 20(1). The mere fact that Mr. Kapoor had registered an email address does not oblige the company to serve the notice exclusively by email. Conclusion: Therefore, the service by speed post is valid, and Mr. Kapoor's contention does not hold good. (ii) Service of documents on the Company: A document may be served on a company by: Sending it by post, or by registered post, or by speed post, or by courier, to its registered office; or Leaving it at its registered office; or Sending it through electronic mode, at the email address, if any, notified by the company. The section contemplates actual delivery of the document either handing it over at the registered office to a person authorised to receive it, or sending it through a recognised postal/courier/electronic channel that results in. Mere affixation of a document to the main door of the registered office, when the office is found locked and no one is available to receive it, is not a mode of service recognised under Section 20. Analysis: The legal notice was hand-delivered at the registered office of Nirmal Enterprises Limited, but since the office was locked and no representative was present, the sender merely affixed the notice to the door. As affixation is not a mode contemplated under Section 20(1), and there was no actual delivery to any person at the registered office nor was the notice sent by post/courier/email, the service of the legal notice on the company, in the manner described, is not valid in law. Conclusion: The sender ought instead to have sent the notice by registered post/speed_post/courier to the registered office, which would have constituted valid service.