Annual General Meeting Notice & Board Resolution Format

All companies registered in India other than a

One Person Company is required to hold an annual general meeting each year in addition to other General Meeting. There should not be a gap of more than 15 months between one Annual General Meeting and the next and one meeting should be held in each of the calendar year. In this article, we look at an annual general meeting notice and board resolution format.

Annual General Meeting

All newly incorporated companies are required to convene its first Annual General Meeting within a period of 9 months from the date of closing of the first financial year of the company and in any other case, within a period of six months, from the date of closing of the financial year. If a company holds its first annual general meeting as aforesaid, it shall not be necessary for the company to hold an annual general meeting in the year of its incorporation.

Date and Place for Annual General Meeting

It is important that all annual general meeting be held on a working day during business hours. The date for the annual general meeting cannot be a National Holiday. The place for conducting the annual general meeting must be the registered office of the company or some other place within the same city, town or village in which the registered office is situated.

Calling for Annual General Meeting

The annual general meeting must be called for and conducted even if the company did not function or have any revenue. The duty for calling for an annual general meeting of a company rests with the Directors of the company.

Penalty for Not Conducting Annual General Meeting

If a company defaults in holding an annual general meeting, the company and every officer of the company who is in default will be punishable with fine which may extend to Rs.1 lakh and in case of continuing default, with a further fine which may extend to Rs.5000 for every day during which the default continues.

Extension for Holding Annual General Meeting

The Registrar of Companies has the power to allow extension of time of up to 3 months for holding the Annual General Meeting. Companies that wish to obtain an extension for holding annual general meeting must file e-Form GNL-1 along with the reason for extension and period for which extension is required.

Annual General Meeting Notice

RESOLVED that the (1st/2nd/3rd) Annual General Meetin of the members of the Company be held on Tuesday, the 9th April 2018, at 11.00 hours at the registered office of the Company at Address Line 1, Address Line 2, City, State, Pincode. RESOLVED FURTHER that the notice of calling the Annual General Meeting along with Explanatory Statement pursuant to section 102(1) in respect of Special Business to be transacted there at as placed before the meeting be and is hereby approved and the Company Secretary of the company be and is hereby authorised to send the same to the members of the COmpany as also to all other entitled to receive the notice.

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Frequently Asked Questions

Common questions about AGM Notice, Board Resolution Format & Compliance India.

An Annual General Meeting (AGM) is a mandatory yearly meeting that all companies registered in India, except for a One Person Company, are required to hold. It is a formal gathering of shareholders and directors to discuss the company's performance, financial statements, and future plans.

Newly incorporated companies are required to convene their first AGM within 9 months from the date of closing of their first financial year. For subsequent years, the AGM must be held within 6 months from the date of closing of the financial year.

No, an AGM cannot be held on a National Holiday. It must be conducted on a working day during business hours.

An AGM must be held at the registered office of the company or at another location within the same city, town, or village where the registered office is situated.

The Directors of the company are responsible for calling and conducting the AGM, even if the company did not function or generate any revenue during the year.

If a company defaults in holding an AGM, the company and every officer in default will be punishable with a fine of up to Rs. 1 lakh, and in case of continuing default, a further fine of up to Rs. 5,000 for every day the default continues.

Yes, the Registrar of Companies has the power to allow an extension of up to 3 months for holding the AGM. The company must file e-Form GNL-1, stating the reason for the extension and the period for which it is required.

An AGM notice is a formal announcement sent to all members of the company, informing them about the date, time, venue, and agenda of the upcoming AGM. It also includes an Explanatory Statement for any Special Business to be transacted.

As per the sample resolution provided in the article, the Company Secretary is authorized to send the AGM notice, along with the Explanatory Statement, to the members and other entitled parties.

No, an AGM cannot be held without sending a proper notice to all members of the company. Sending the AGM notice is a mandatory requirement, and the notice must be approved by the Board of Directors before being sent out.