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Company agm

Vinod (CA in Practice) (445 Points)

03 November 2011

Few doubts regarding AGM:

For a company, the accounts are not ready to place before the AGM.

Is it legal if a company conduct AGM without considering the accounts ? If so, ahat we have to write in the minutes regarding adoption of accounts ?

For a company, the first AGM has to be conducted within 18 months from incorporation date. Can we ask for extention beyond 18 months ?

Please advise..

vinodaca74 @ gmail.com

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Vrinda Aghi (Legal Associate) (463 Points)
Replied 03 November 2011

Dear Sir,

for the First AGM , then refer to Section 166 o fthe Companies Act, 1956:

(1) Every 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 a company may hold its first annual general meeting within a period of not more than eighteen months from the date of its incorporation; and if such general meeting is held within that period, it shall not be necessary for the company to hold any annual general meeting in the year on its incorporation or in the following year:

Provided further that the Registrar may, for any special reason, extend the time within which any annual general meeting (not being the first annual general meeting) shall be held, by a period not exceeding three months.

Thus time period may not be extended.

2. for the query regarding laying of accounts as i understand: Section 220 (2) & (3) may be referred;

(2) If the annual general meeting of a company before which a balance-sheet is laid as aforesaid does not adopt the balance-sheet or is adjourned without adopting the balance-sheet or, if the annual general meeting of a company for any year has not been held] a statement of that fact and of the reasons therefor shall be annexed to the balance-sheet and to the copies thereof required to be filed with the Registrar.

(3) If default is made in complying with the requirements of sub-sections (1) and (2), the company, and every officer of the company who is in default, shall be liable to the like punishment as is provided by section 162 for a default in complying with the provisions of sections 159, 160 or 161