First Annual General Meeting: In case of the first annual general meeting, it shall be held within a period of nine months from the date of closing of the first financial year of the company.
Holding of subsequent AGM:
-AGM is to be held in each calendar year
-AGM is to be held within 15 months of last AGM
-AGM is to be held within 6 months of close of financial year
Date, time and place of AGM: 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.
Proper Authority to call meeting:
BOD has power to call for a GM. An individual director or secretary has no power to call a GM.
Length of Notice for calling GM:
A GM can be called by giving at least 21 clear days notice in writing, excluding the date of issue of notice.
For any shorter notice, the unanimous approval (100%) of members shall be obtained in writing for a AGM. For any other General Meeting, 95% approval shall be obtained.
Quorum for General Meeting:
Based on Number of Members in the company as on the date of Meeting,
Upto 1,000 - 5 members personally present
More than 1,000 but upto 5,000 - 15 members personally present
Exceeds 5,000 - 30 members personally present
Lack of quorum:
The meeting shall adjourn to such day, time and place as may be determined by the Board.If BOD haven’t decided, the meeting shall adjourn to same day, time and place next week.
Proxy:
A member of a company can appoint a person as his proxy to attend and vote in the meeting instead of himself.
A proxy can vote on a Poll
A Proxy can demand a poll
A proxy cannot vote on a show of hands
A proxy has no right to speak at the meeting
A proxy is not counted for the purpose of quorum
Representative: If the President of India, Governor of a State or a Company is a member, then a representative can be appointed. The Representative shall have same powers as that of a Member.
Passing of Resolution by Postal Ballot:
Voting though Postal Ballot mandatory in certain cases-
(a) Alteration in the objects clause of MOA
(b) Buy-back of shares
(c) Issue of shares with differential voting rights
(d) Change in place of registered office outside local limits
(e) Conversion of Public Company to Private Company
Voting through electronic means:
Every listed company or a company having not less than one thousand shareholders, shall provide to its members facility to exercise their right to vote at general meetings by electronic means.
The e-voting shall remain open for not less than one day and not more than three days
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