Procedure to conduct an Annual General

Meeting

 INTRODUCTION

A company can be defined as a legal establishment encompassing a group of

individuals engaged in operating a business. Management of a company requires
efforts undertaken by a lot of individuals who discuss and deliberate upon issues
before a decision is taken.  The decisions are often taken in meetings which is a
formal dialogue between administration of the company (generally the directors
and in some cases members too) who discuss the affairs and business of the
company. There are certain kinds of meetings that take place in a company. But,
this article deals with the annual general meetings that are held in companies and
procedure followed thereof.

 ANNUAL GENERAL MEETING

Annual General Meeting is formal meeting which is held once a year. An Annual
General Meeting commonly referred to as an AGM. It is a legal requirement for
voluntary organizations that have company status. Annual General Meeting acts as
a review of the year and deal with issues such as the election of board members
and reviewing the annual accounts. Each individual organization should have a
section of its Constitution which deals with AGMs, and this gives guidance as to
how the AGM should be run and what matters should be dealt with. Although it is
 a formal meeting, it can also be a good opportunity to communicate with members,
clients, partners and other interested parties.

 PROCEDURE TO CONDUCT AN ANNUAL GENERAL

MEETING

The procedure to conduct an annual general meeting is defined under the Section
96 of the Companies act, 2013.Every company other than the one person
company should have follow this procedure to conduct an Annual General
Meeting.

According to the Section 96 of the Companies Act, 2013:

 Every company other than a One Person Company shall in each year hold in
addition to any other meetings, a general meeting as its annual general meeting by
its directors to evaluate the progress of the company and plan future course of
action. More than fifteen months shall not elapse between the date of one annual
general meeting of a company and that of the next.

 The company must give a clear 21 days’ notice to its members for calling the
AGM. The notice should mention the place, the date and day of the meeting, the
hour at which the meeting is scheduled. Every company should follow the rules for
the Notice of the meeting which is given in the section 101 under companies act,
2013.
 The meetings are stipulated to be held within nine months from closing of first
financial year of the company and six months from the closing in subsequent
years. Time elapse between two meetings cannot be more than 15 months. The
section also provides that it is on the discretion of the registrar to extend the time
of AGM (not more than 3months).

 Annual General Meeting shall be held either at the registered office of the
company or at some other place within the city, town or village in which the
registered office of the company is situate.

 Every annual general meeting shall be called during business hours, that is,
between 9 a.m. and 6 p.m. on any day that is not a National Holiday. National
Holiday‖ means and includes a day declared as National Holiday by the Central
Government.

 The Act provides power to the Tribunal under Section 97 (which is a quasi-judicial
body made to adjudicate disputes arising out of company law) on submission by
any member might call or provide directions for calling the meeting In case of
failure to hold meeting in required time under section 96.

 CONSEQUENCES AND PENALTY FOR DEFAULT IN

HOLDING AN AGM

According to the Section 99 of the Companies act, 2013: If the company defaults
in holding a meeting in accordance with the directions of the Tribunal, the
company and every officer of the company who commit the default shall be
punishable with a fine of up to Rs 1 lakh. In case of continuing default, a fine of Rs
5,000 per day is levied for each day during which the default continues.