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of <h1>Section 102 Companies Act: Mandatory material facts statement for special business, disclosure of interests, penalties for noncompliance</h1> Section 102 of the Companies Act, 2013 mandates that a statement of material facts must accompany the notice for every item of special business at a general meeting. It must disclose the nature of concern or interest of directors, manager, key managerial personnel, and their relatives, and provide sufficient information to enable informed decisions. All business at general meetings, except specified ordinary items, is deemed special. Where business affects another company, specified shareholding interests of promoters and management (2% or more) must be disclosed. Non- or insufficient disclosure results in holding any benefit in trust for the company and monetary penalties linked to the benefit obtained.
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