What is an AGM (Annual General Meeting)

An AGM is the yearly meeting where a company’s shareholders come together with the directors. They receive the financial statements, appoint or reappoint auditors, deal with dividend and director retirement matters, and ask questions. Under the Companies Act 2013, companies other than a One Person Company must hold one every year.

Why it matters for compliance

The AGM is where the accounts get adopted. That step comes before your annual compliance filing with the ROC, so a missed or late AGM delays everything after it. It is also the shareholders’ main chance to question the board in a formal setting.

When and where it is held

• The first AGM is due within nine months from the end of the first financial year.
• After that, the AGM is due within six months of the financial year end, and no more than 15 months should pass between two AGMs.
• The Registrar can allow an extension of up to three months for later AGMs, but not for the first one.
• It must be held between 9 a.m. and 6 p.m., not on a national holiday, at the registered office or another place in the same city, town or village.
• A One Person Company does not need to hold an AGM.

Key points

Every member can attend and may appoint a proxy, whose form must reach the company at least 48 hours before the meeting. Notice goes to members, directors and auditors in advance, with an agenda. The usual business is adopting accounts, declaring dividend if any, reappointing retiring directors and handling the auditor appointment. A public company has extra duties, and our page on public company annual compliance covers them.

Once the AGM is held, the accounts are prepared and filed, and the statutory audit report is part of that pack. Some special business at an AGM may also need a resolution filed with the ROC.

Common mistakes

• Holding the AGM after the due date without applying for an extension in time.
• Sending short or incomplete notice.
• Skipping minutes, or writing them weeks later.
• Choosing a venue outside the permitted city or village limits.
• Forgetting that auditor appointment is on the agenda.

Related guides: MGT-14 resolution filing, Board resolution, AOC-4 and MGT-7

FAQs

Is an AGM compulsory for a private limited company?

Yes. Every company except a One Person Company must hold an AGM each year.

Can an AGM be held online?

Rules on video conferencing have been issued by the MCA from time to time. Check the current circulars before you plan an online meeting.

What happens if a company skips its AGM?

The company and its officers in default can face penalties under the Act, and later filings get held up. Fix the gap quickly with a professional’s help.

Need help with notices, minutes or dates? Talk to a Taxhint expert.