Failure to conduct an Annual General Meeting (AGM) within statutory deadlines results in penalties, including fines for both the company and its officers, potential imprisonment, and administrative sanctions like ACRA composition sums of at least $ 500 $ 5 0 0 . Under Companies Act 2013, fines can reach Rs 1 1 lakh, with an additional Rs 5 , 000 5 , 0 0 0 per day for ongoing defaults.
Companies failing to conduct AGM within prescribed timelines face penalties under Section 99 of the Companies Act 2013, including fines up to ₹1 lakh for the company and every defaulting officer, with additional penalties of ₹5,000 per day for continuing defaults.
If you miss the AGM, the decisions made during the meeting will still apply to you.
For public companies, delays or failure to conduct the AGMS can also result in administrative sanctions from the Financial Services Authority (OJK), as regulated under Article 60 of OJK Regulation No. 15/POJK.
Provisions for postponement
If the articles do include such provisions, then between the date of the notice of the AGM, and the date of the meeting being held, the board may be able to postpone the AGM to another date, if it is not reasonably practical for the AGM to be held.
Notice for AGM
A notice for AGM should be prepared in written or electronic mode at least before 21 days from AGM as per (Section 101(1)). However, the minimum notice period for AGMcan be less if 95% of members agree. Notice has to be sent to all members, auditors and directors at least 21 days prior to the meeting.
Yes. You can have 'N' number of adjournments but the max time period is 6 Months from close of Fin. Year i.e. 30th Sept and time between the past AGM and current one <= 15 Months.
Know your AGM notice period: at least 21 clear days for a public company AGM and at least 14 clear days for a private company meeting (including a voluntary AGM), unless your Articles require more.
What Happens if a Charity Does Not Hold an AGM? If your charity is required to and does not hold an AGM it could lead to internal conflict, a loss of confidence by stakeholders and funders and, if someone complains to the Charity Commission, regulatory intervention.
The 40-20-40 meeting rule is a productivity guideline suggesting you spend 40% of your effort preparing for a meeting, 20% in the actual meeting, and 40% on productive follow-up, making the preparation and follow-through phases the most crucial for success. This framework, detailed in Graham Allcott and Hayley Watts' book 'How to Fix Meetings', shifts focus from just the meeting itself to ensure clear objectives are set beforehand and actions are executed afterward, turning discussions into tangible results.
Here are three common mistakes to avoid: Neglecting summons and legal deadlines : An incorrectly convened AGM or convened after the deadline risks nullity. Any error in the form or convening deadline can call into question the Assembly deliberations.
Start the rescheduling request by acknowledging that you missed the original meeting and express your appreciation for their time. Offer solutions for missed work. If you were assigned tasks during the meeting, take responsibility and find ways to address them promptly.
AGM shall be conducted in each calendar year. There shall be a maximum gap of fifteen months between two AGM. AGM shall be held within a period of six months from the date of closing of the first financial year of the company i.e. 30th September.
Under Section 96 of the Companies Act, 2013, companies must hold their AGM within six months from the end of the financial year. For FY 2024-25 (ending 31 March 2025), this means AGMs should have been completed by 30 September 2025 for most companies.
More than 28 days' notice must be given for listed companies regardless of what the company constitution says (s 249HA). A shorter period can be specified for an AGM if all the members entitled to vote agree beforehand.
Consequences and Penalty for Default in Holding an AGM
If the company further defaults in holding a meeting in accordance with the directions of the Tribunal, the company and every officer of the company who commits the default shall be punishable with a fine of up to Rs 1 lakh.
A public company must call an AGM each year within the period of six months beginning with the day following its accounting reference date. A private company is not required to hold an AGM, but it may choose to do so or it may have provisions in its articles of association that require it to do so.
The specific quorum requirements for AGMs are typically outlined in the society's bylaws and the relevant cooperative laws. The quorum of the AGM shall be 2/3rd of the total number of members or 20, whichever is less.
The company and every officer of the company who is in default shall be punishable with fine which may extend to one lakh rupees and in the case of a continuing default, with a further fine which may extend to five thousand rupees for every day during which such default continues.
Setting a date. The first thing to do is set a date and time for your AGM. You normally need to give members at least 21 working days notice, but we'd recommend trying to give at least 28 (4 weeks) notice.
Once notice has been given for a general meeting or AGM the meeting cannot be postponed or cancelled unless the corporation's rule book has rules saying this can be done and how. If your rule book has no rule about it then the meeting cannot be postponed or cancelled – you must proceed to hold the meeting.
Notice and Participation
Every voting shareholder, director, and auditor must receive notice of the AGM at least 21 days before the meeting. Providing timely notice allows shareholders to review documents and prepare for informed participation.
AGMs must be held within six months of the end of the financial year, with no more than 15 months allowed between two AGMs. All companies are required to hold AGMs except for one-person companies (OPCs). The legal requirements for AGMs are primarily outlined in Section 96 of the Companies Act, 2013.
Method of notice
(a) As well as notices being given to shareholders in person or by post, the Act has introduced provisions to make it easier for companies to circulate notices to shareholders by electronic means, including fax, email, or by posting on a website.