Page 315 - DMGT407Corporate and Business Laws

Corporate and Business Laws

Notes Self Assessment

Fill in the blanks:
1. Statutory meeting is required to be held only by a ………………company having a share
capital.

2. Statutory meeting must be held within a period of not less than one month and not more
than …………..months from the date at which the company is entitled to commence business.
3. A private company or a public company registered without share capital is under no
obligation to hold a ………………..meeting.
4. Statutory meeting may adjourn and the adjourned meeting has the ……….powers as the
original meeting.

13.2 Annual General Meeting (AGM) (Ss. 166-168)

As the name signifies, this is an annual meeting of a company. The provisions relating to this
meeting are:
1. Every company, whether public or private, having a share capital or not, limited or
unlimited must hold this meeting.

2. The meeting must be held in each calendar year and not more than fifteen months shall
elapse between two meetings. However, the first AGM may be held within eighteen
months from the date of its incorporation and if such general meeting is held within that
period, it need not hold any such meeting in the year of its incorporation or in the following
year. The maximum gap between two such meetings may be extended by three months by
taking permission of the Registrar, who may so allow for any special reason.

Notes The Company Law Department has expressed the view that the Registrar can grant
extension of time, for special reasons, up to a maximum period of 3 months, even if such
extension allows the company to hold its AGM beyond the calendar year. However, the
said extension shall be granted only if the application therefor is made to the Registrar
before the expiry of the period as per s.166 (1).
3. The meeting must be held (i) on a day which is not a public holiday, (ii) during business
hours, (iii) at the registered office of the company or at some other place within the city,
town or village in which the registered office is situated. [s.166(2)].

4. The business to be transacted (s.173) at such a meeting may comprise of: (i) Ordinary
business which relates to the following matters: (a) consideration of accounts, balance
sheet and the reports of the Board of Directors and Auditors; (b) declaration of dividend;
(c) appointment of directors in the place of those retiring; and (d) appointment of auditors
and fixation of their remuneration. (ii) Any business other than ordinary business transacted
at the meeting will be deemed to be special business. With regard to all special business,
an Explanatory Statement is required to be annexed to the notice.
5. What about a situation where annual accounts are not ready for being placed before the
AGM? In case annual accounts are not ready for laying at the appropriate AGM, it is open
to the company concerned to adjourn the said AGM to a subsequent date when the annual
accounts are expected to be ready for laying. Since consideration of annual accounts is
only one of the matters to be dealt with at an AGM, directors are under a statutory

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