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Overview

Annual General Meeting (AGM)

An Annual General Meeting (AGM) is a yearly meeting conducted by a company to communicate with its shareholders, review financial performance, and discuss key decisions. It is a statutory requirement under the Companies Act, 2013, applicable to certain categories of companies in India.

AGMs are crucial for maintaining transparency and accountability within a company. During the AGM, directors present the company’s annual financial statements, discuss future strategies, and obtain shareholder approval for essential decisions like dividend declaration, director appointments, and auditor reports.

Importance

1. Statutory Compliance : Ensures adherence to the Companies Act, 2013.

2. Transparency : Allows shareholders to review financial performance and voice opinions.

3. Decision Approval : Provides a platform for shareholder approval of key resolutions.

4. Accountability : Directors report the company’s progress and future plans.

5. Shareholder Engagement : Strengthens communication between the company and its shareholders.



Documents Required




Features

Features & Benefits of Annual General Meeting (AGM)

Mandatory for Specific Companies
Public companies and certain private companies must conduct AGMs.
Minimum Frequency
Held annually, with the first AGM to be conducted within nine months from the end of the first financial year.
Quorum Requirements
At least two members must be present for a private company and five for a public company.
Resolutions Passed
Includes ordinary resolutions (e.g., dividend declaration) and special resolutions (e.g., altering MOA/AOA).
Voting Options
Shareholders can vote through physical presence, proxies, or e-voting.

Annual General Meeting (AGM)

Financial Disclosures
Directors present detailed financial performance and projections.
Shareholder Rights
Provides shareholders the opportunity to question directors and auditors.
Minutes Maintenance
Documented minutes serve as a legal record.
Filing with MCA
Certain resolutions must be reported to the MCA for compliance.
Promotes Corporate Governance
Ensures the company adheres to governance standards.



Comparison with Related Services

Feature Annual General Meeting (AGM) Board Meetings Shareholder Resolutions
Objective Review and approve company matters Operational decisions Approval for key matters
Participants Shareholders Board of Directors Shareholders
Mandatory Filing Yes (annually) Yes (once) Yes
Frequency Annually Quarterly (minimum) As required
Scope Financial and strategic issues Operational and policy issues Specific matters
Voting Methods Show of hands, e-voting Show of hands E-voting, postal ballot
Mandatory Filing Yes (for specific resolutions) Yes (for specific resolutions) Yes (if special resolution)
Regulatory Authority MCA MCA MCA
Quorum Requirement Defined for shareholders Defined for directors for shareholders
Legal Validity High High High



Frequently Asked Questions

Who is required to conduct an AGM?

Public companies and private companies (excluding OPCs and small companies) must hold an AGM annually.

What is the deadline for holding an AGM?

  • The first AGM must be held within 9 months of the end of the first financial year.
  • Subsequent AGMs must be held within 6 months of the end of the financial year, but no later than 15 months after the previous AGM.

Can an AGM be conducted online?
Yes, AGMs can be conducted through video conferencing or other electronic means, as permitted by the MCA.
What are the consequences of not conducting an AGM?

Non-compliance results in penalties for the company and its directors, including fines up to ₹1,00,000 and ₹5,000 per day for continuing default.

Are AGMs mandatory for all private companies?

No, AGMs are not required for One Person Companies (OPCs) and small companies.

What is the difference between an AGM and a Board Meeting?

  • AGM: Involves shareholders and focuses on reviewing financial statements, approving dividends, and other significant decisions.
  • Board Meeting: Involves directors and focuses on operational and policy decisions.