(1)Any member of a company entitled to attend and vote at a meeting of the company shall be entitled to appoint another person as a proxy to attend and vote at the meeting on his behalf:Provided that a proxy shall not have the right to speak at such meeting and shall not be entitled to vote except on a poll:Provided further that, unless the articles of a company otherwise provide, this subsection shall not apply in the case of a company not having a share capital:Provided also that the Central Government may prescribe a class or classes of companies whose members shall not be entitled to appoint another person as a proxy:Provided also that a person appointed as proxy shall act on behalf of such member or number of members not exceeding fifty and such number of shares as may be prescribed.
