GENERAL MEETING:  A General meeting is a formal gathering of a company's shareholders or members to discuss and make decisions on important matters related to the organization. These meetings provide a platform for stakeholders to express their views, vote on resolutions, and participate in the company's decision-making process.

There are two types of General Meetings:

Annual General Meeting

Extraordinary General Meeting

A shareholder’s meeting that is held once a year, as per the rules and provisions laid down under Section 96 of the Companies Act, 2013, is known as the Annual General Meeting (AGM).

An additional shareholder’s meeting, other than the Annual General Meeting, is referred to as an Extraordinary General Meeting (EGM). This meeting is convened to discuss special business matters, in accordance with the rules and provisions laid down under Section 100 of the Companies Act, 2013..

Well’ here discuss about the AGM :

Annual General Meeting: Annual General Meeting a yearly gathering of a company's shareholders or members, mandated by the Companies Act, 2013 in India. The primary purpose of an AGM is to provide a platform for shareholders to review and discuss the company's financial performance and other critical matters.

The Annual General meeting is conducted between the management of the company and its shareholders on an annual basis. Usually, the board of directors and shareholders, investors meet each other and the company's annual report containing the records of performance, strategies, and financial reports are presented to the shareholders and investors. The company's performance is analyzed and discussed in the meeting. An Annual General Meeting provides the shareholders with an opportunity to seek answers for unsatisfactory performance. An annual general meeting is important as it promotes transparency between the company and its shareholders, investors. Additionally. Shareholders with voting rights vote on the company's current issues and decisions.

Main Objective: To Discuss Ordinary Business

  • Financial Statement
  • Declaration of Dividend
  • Appointment Directors
  • Appointment Auditors

In all the Ordinary Business there is no need for Explanatory Statement.

Additionally we can also discuss Special Business

Special business can also be discussed and approved in annual general meeting like change in Authorized capital and etc for such special business Explanatory statement under section 102 of companies act 2013 must be attached to the Notice of the company, stating the detailed overview of special business.

Holding an Annual General Meeting (AGM) each year is a mandatory requirement for all companies expect a One Person Company (OPC).

Exemptions: Under Section 122 of the Companies act 2013, gives exemptions for One Person Company (OPC).

First Annual General Meeting:

  • Must be held within 9 months from the end of the first financial year.
  • If the first AGM is held within this period, there is no requirement to hold another AGM in the year of incorporation.

Subsequent Annual General Meeting:

  • Must be held within 6 months from the end of the financial year which is 30th September of every financial year.
  • The interval between two AGMs must not exceed 15 months, means that the time gap between two AGM should not exceed 15 months.

Conducting of Annual General Meeting:

  • AGMs must be conducted during Business hours, i.e., between 9 a.m. and 6 p.m.
  • AGMs cannot be held on National holidays, Sundays

Venue:

  1. General Companies: AGMs can be held at the registered office of the company or another location within the same city, town, or village where the registered office is situated.
  2. Unlisted Companies: AGMs may be held at any location in India, provided all members give their written or electronic consent in advance.

The ANNUAL GENERAL MEETING under Companies Act 2013, here is step by step guide:

Notice of Meeting: Notice for the annual general meeting should be served with the clear 21 days to all the shareholder, Directors and Auditors of the company. The Notice should have these following information

  • Date
  • Time
  • Venue
  • Agenda

Preparation of Agenda: Common agenda items include:

  • Approval of financial statements.
  • Declaration of dividends.
  • Appointment or reappointment of directors and auditors.
  • Discussion of the director's and auditor's reports.

Quorum: Ensure the minimum required quorum is present. The quorum depends on the number of members in the company. In Private limited company the required quorum is two members personally present, on other hand side for public company the required quorum depends total number of members present in the company.

For Public company:

  1. If a company has not more than 1000 members, then the minimum quorum will be 5 members present personally
  2.  If company has more than 1000 but less than 5000 members then minimum quorum will be 15 members present personally.
  3. If company has 5000 or more members then minimum quorum will be 30 members present personally.

If the quorum is not present within half an hour from the commencement of meeting then that meeting automatically adjourned to next week same time, same place and if such adjourned day is holiday then meeting adjourned to next day of such holiday.

Chairperson: The meeting is presided over by the chairperson of the board or another appointed individual.

Voting: Resolutions are passed through voting, which can be done by show of hands, electronically, or by poll.

Minutes of Meeting: Record the minutes of the meeting, which should be signed by the chairperson and maintained as part of the company’s records.

Filing with Registrar: Certain resolutions passed in the AGM may need to be filed with the Registrar of Companies (ROC).

The companies must follow the Secretarial Standard 2 for calling the general meetings.