A Company is an artificial judicial person created by law. A Company is considered a separate legal entity and is capable of buying property in its own name or entering into contract. Being an artificial judicial person, Company is governed by its Board of Directors. The Board of Directors has limited power for running the Company. The Board of Directors gets certain powers only after consent of the Share Holders of the Company. As owners of the Company the Annual General Meeting gives the Share Holders an opportunity to know the condition of the Company and make suggestions for improvement and progress.
Every Company other than One Person Company (OPC) has to hold a general meeting every year apart from other meetings as Annual General Meeting (AGM). Annual General Meeting of a Company can be held within a period of nine months from the end of its first financial year and in other cases within a period of six months from the end of its financial year.
Time of Annual General Meeting
Every Annual General Meeting can be called during business hours i.e. between 9 am to 6 pm on any day which is not a national holiday declared by Central Government.
Place of Annual General Meeting
An Annual General Meeting can be held at the registered office of the Company or at any place within city, town or village where Company’s registered office is situated.
Extension of Annual General Meeting
Registrar may extend the period of Annual General Meeting by not more than 3 months. However there is no provision of extension of 1st Annual General Meeting.
Agenda of Annual General Meeting
As per Section 102(2) of the Companies Act, 2013 the business to be transacted during Annual General Meeting is divided into two categories, Ordinary Business and Special Business;
Ordinary business includes Consideration of Financial Statements, reports of the Board of Directors, report of Auditors of the Company, declaration of dividend, appointment of directors in place of retiring directors, appointment and fixation of Auditor’s remuneration.
Apart from above stated businesses the rest are treated as Special Business.
Notice of Annual General Meeting
Notice of the Annual General Meeting can be down loaded from the link given below :
- Annual General Meeting Notice format as per Companies Act, 2013.
For a Public Limited Company 5 members personally present at the meeting and for a Private Limited Company 2 members personally present at the meeting shall be the Quorum of the meeting, unless otherwise provided by the Articles of Association. Proxy is not counted for the purpose of Quorum.
If within half an hour of the time of meeting the quorum is not present, the meeting can be adjourned to same day in next week (not being national holiday declared by Central Government), same time and same place or as decided by the Board of Directors. In the adjourned meeting, if the quorum is not present within half an hour of meeting time, the present members shall be the quorum and they can proceed with the meeting.
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