According to the provisions of section 96, all public and private companies which come under the provisions of the Companies Act of 2013, shall hold a general meeting of members every year. This shall be referred to as ‘Annual General Meeting’. It shall be compulsory for all companies to have an annual general meeting, once every calendar year.
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 and shall specify the meeting as such in the notices calling it, and not more than fifteen months shall elapse between the date of one annual general meeting of a company and that of the next. Provided that 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 and subsequent AGM within a period of six months, from the date of closing of the financial year. With respect to the provisions made under Section 129, during this meeting, the accounts of the entire year shall be considered. According to this rule, any company whose financial year ends on the 31st of March should have its annual general meeting on or before September 30th of that year.
|Date of incorporation of company||23-10-2007|
|Date by which the first annual general meeting ought to be held||22-04-2009|
The holding of the first annual general meeting shall comply with the following criteria of the Act:-
|The time period between the meeting and the last day of the accounting period should not be more than 9 months||23-10-2007|
|The second annual general meeting needs to be held in the third year of Incorporation of each company. Hence, in the above example, if the first accounts are for the time starting from||31-3-2008|
|The first annual meeting should be held within a span of 9 months, i.e., on or before||31-12-2008|
|For the next period, the first accounts will be held on||31-03-2009|
|The second AGM will be held during the 3rd year of incorporation, i.e., on or before||30-09-2009|
In the example given above, as it was proposed that the first accounts will be closed on 31-03-2008, the first annual meeting should be held on or before 31-12-2008, and during the third year of the incorporation of company in india , the second annual general meeting can be held.
During the first year of its inception, 2007, there would be no need to have the annual general meeting.
As it has been mentioned previously, each company needs to have an annual general meeting every year, and ideally there should only be a gap of fifteen months or less between any two such meetings. Subsequent AGM shall be held within a period of six months, from the date of closing of the financial year. During this annual general meeting, the accounts of that particular year need to be considered. Taking this rule further, it is stipulated that any company with its financial year ending on 31st March, needs to hold its annual general meeting on or before September 30th every year.
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 situated.
The time, date and place of each annual general meeting are decided upon before-hand by the board of directors having regard to the directions, if any, given in this regard by the company in its general meeting.
All public or private companies, and also all companies that have a share capital and companies that do not have a share capital, are required to go to the Registrar and file their annual returns within sixty days after the day on which each company holds its annual general meeting.
If the annual returns are not filed according to the stipulations, the company has to face severe consequences. Any company that does not comply with the terms mentioned in the sections 92, along with every officer in its payroll can be punishable with a fine of fifty thousand rupees which may extent to five lakh rupees and/ or imprisonment for a term of six months. The director of any company that does not file its annual returns for three financial years in succession, shall not be eligible to be appointed as the director for any other company. This stipulation holds up to a period of five years from the date on which the company, of which the person in question was a director of, had defaulted from paying the annual returns.
According to the Income-tax Act, 1961, the term ‘previous year’ means the financial year immediately before the assessment year. Also, for the mentioned Act, from the assessment year 1989-90, the companies including assesses needed to declare their income every year as on 31st March. From the said assessment year, the only thing required to be done is to make up the account as on 31st March, in order to submit the Income-Tax return.
As per sec 121, every listed public company shall prepare in the prescribed manner a report on each annual general meeting including the confirmation to the effect that the meeting was convened, held and conducted as per the provisions of this Act and the rules made thereunder.
The company shall file with the Registrar a copy of the report referred to in sub-section (1) within thirty days of the conclusion of the annual general meeting with such fees as may be prescribed, or with such additional fees as may be prescribed, within the time as specified, under section 403.