Clear days notice under company law excludes both service day and meeting day when counting the statutory period.

Section 171 of the Companies Act, 1956 requires "not less than 21 days' notice" to be read as 21 clear days. In computing that period, both the day on which notice is deemed served and the day of the general meeting are excluded, because the statute contemplates whole days rather than fractions of a day. Section 53(2) only fixes the deemed date of service and does not change the mode of counting the notice period. The analysis follows settled principles on computation of time and confirms that a notice failing to exclude both terminal days does not satisfy the statutory requirement.

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Issues: Whether, for the purpose of 21 days' notice under section 171 of the Companies Act, 1956, the day of service of the notice and the day of the meeting are to be excluded.

Analysis: The expression "not less than 21 days' notice" in section 171 was construed as requiring 21 clear or whole days. The provision was read in light of the settled approach to computation of time, under which fractions of a day are not counted and both terminal days are excluded where the statute contemplates clear days. Section 53(2) did not alter this position, because the deeming of service 48 hours after posting only fixed certainty as to the date of service and did not convert the statutory requirement into 21 days measured from the exact hour of service. The prior company law language and the consistent line of authorities supported exclusion of both the day of deemed service and the day of the meeting.

Conclusion: The day on which the notice of the general meeting is served and the day on which the meeting is held are both to be excluded while counting the 21-day period under section 171 of the Companies Act, 1956.

Final Conclusion: The statutory notice period was held to mean 21 clear days, so a meeting convened without excluding both terminal days would not satisfy the requirement.

Ratio Decidendi: Where a statute requires "not less than" a specified number of days' notice, the period is to be computed as clear days by excluding both the day of service and the day of the event, unless the statute expressly indicates a different mode of computation.

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