ANNUAL GENERAL MEETING UNDER COMPANIES ACT 2013

The Companies Act mandates every company to hold a meeting of its members during a calendar year by following a specified procedure given in Act, rules and Secretarial Standards thereof. Such meeting is called Annual General meeting. Annual General Meeting gives a platform to its stakeholders to get information about the Company's Financial position and discuss the affairs of the Company and take decisions as per the prescribed procedure. 

SECTION 96- ANNUAL GENERAL MEETING 

 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 

There should not be a gap of not more than fifteen months between two Annual General Meetings. 

* in case of the first annual general meeting, it shall be held within a period of nine months from the date of closure of the first financial year of the company. 

* in any other case, within a period of six months, from the date of closure of the financial year: In this case, the last day to hold Annual General meeting would be 30th September of every year.

Note-  If a company holds its first annual general meeting , it shall not be necessary for the company to hold any annual general meeting in the year of its incorporation.

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 and 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.

Annual General Meeting of unlisted Company may be held at any place in India if consent is given in writing or by electronic means by all members in advance

National Holidays Means and includes a day declared as National Holiday by the Central Government.

The Central Government may exempt any Company from Compliance of Section 96 subject to any conditions. 

BUSINESS TO BE TRANSACTED AT ANNUAL GENERAL MEETING

Broadly, There are two types of business transacted at Annual General Meeting 

1.  ORDINARY BUSINESS-

(i) the consideration of Financial statements and the reports of the Board of Directors and Auditors,

(ii) the declaration of dividend,

(iii) the appointment of directors in place of those retiring,

(iv) the appointment of, and fixing of the remuneration of, the auditors.

2. SPECIAL BUSINESS: A part from above mentioned business, all other business shall deemed to be special business.

WHO CAN ATTEND ANNUAL GENERAL MEETING

1. Board of Directors 

2. Members either in person or through proxy

3. Auditors
4. Debenture Trustee, if any
5. Secretarial Auditor, if any.

PUNISHMENT FOR CONTRAVENTION OF SECTION 96

If any default is made in holding the meeting, the Company and every officer in default shall be punishable with fine which may extend to one lakh rupees.

In case of continuing default, five thousand rupees for every day during such default continues.

National Company Law Tribunal/ NCLT on application of member of the Company call or direct the calling of Annual General Meeting and give such ancillary or consequential directions as the Tribunal thinks expedient. 

For any Clarification, drop email at shailja.tiwari16@gmail.com.