An AGM is a mandatory annual meeting of shareholders. At the AGM, your company will present its financial statements before the shareholders, so that they can raise any queries regarding the financial position of the company.
- Confirmation of Minutes of the Last Annual General Meeting
- Matters that are dealt in AGM includes ordinary business and special business(if any) to be specified.
- AGM Report to be prepared and minutes has to be initialled by chairman
As per Section 96 of the Companies Act 2013,
- Every AGM shall be called during business hours ( i.e. 9 a.m. to 6 p.m.) on any day not a national day declared by the Central Government , and also held I the registered office or in any place within the city ,village, or town in which the registered office is situated.
- According to Section 129(2), at every AGM board of directors of the company shall lay before the meeting financial statement for the financial year.
- Moreover, Section 129(3) says, where the company has one or more subsidiaries, then they have to prepare in addition to the statement under section 129(2) a consolidated financial statement and of all subsidiaries in same format and also present before the AGM of the Company with the prescribed statement under section 129(2).
- There is no provision for extension of 1st AGM but in other cases it can be extended for period of three months by ROC.[ Second proviso to Section 96 of the Companies Act,2013]. However , if such first AGM is not held, NCLT can order holding of General Meeting under section 97 of the Act. Application for extension of time should be submitted electronically in e-form no. 61.
- After the ending of the financial year i.e. 31st March, all the auditing processes must be completed within three-four months. But the AGM must be held within six months from the closing date of financial year. A notice of 21 days has to be sent to all members. So, the audited accounts, directors report has to be closed on 31st March and been posted by first week of September.
Business to be transacted:-
As per section 102(2) of the Companies Act, 2013, the following business es may be transacted during AGM:-
1) Ordinary Business [Section 102(2)], i.e.
- Consideration of financial Statements and reports of board of directors and Auditors.
- Declaration of any Dividend
- Appointment of directors in place of retiring one
- Appointment of and Fixation of the remuneration of the auditors.
2) Special Business [Section 102(b)],
Apart from the above businesses , the rest are deemed to be a Special business , transacted during the AGM.
Annual General Meeting is compulsory if,
- Business of the Company was taken over by Government.
- Company did not function.
- Accounts of the Company are not ready.