MCA has said that they have received several representations to to allow companies to hold annual general meeting (AGM) in a manner similar to the one provided in General Circular No. 14/2020, dated 08.04.2020 (EGM Circular – l) and General Circular No. 17/2020 dated 13.04.2020 (EGM Circular – ll), which deal with conduct of extraordinary general meeting (EGM).
Now, by virtue of the General Circular No. 18/2020, dated 21.04.2020, the companies whose financial year ended on 31st December,2019, have been allowed to hold their AGM by 30th September,2020.
MCA has decided that the companies be allowed to conduct their AGM through video conferencing (VC) or other audio visual means (OAVM), during the calendar year 2020, subject to the fulfillment of the following requirements:
For companies who need to provide E- voting:
1. The company needs to follow the exact same mode as was mentioned in sub-para (i)-A of EGM Circurlar – ll. Only ordinary business shall be discussed in such meeting and other special business which are unavoidable. All statements can be sent through members and any other relevant person. The company also needs to make an advertisement in one vernacular and one english newspaper stating all the requisite details about such meeting.
2. If company is not able to distribute dividend to someone whose bank details are not available some can be done after normalization of postal service.
If a company is not required to provide E-voting:
1. They can conduct such meeting if they have email address of atleast half of its total members who:
in case of a Nidhi, hold shares of more than one thousand rupees in face value or more than one per cent. of the total paid-up share capital, whichever is less;
in case of other companies having share capital, who represent not less than seventy-five per cent. of such part of the paid-up share capital of the company as gives a right to vote at the meeting;
in case of companies not having share capital, who have the right to exercise not less than seventy-five per cent. of the total voting power exercisable at the meeting.
2. Those whose E-mail has not been registered steps shall be taken to register their email id.
3. ln such meetings, other than ordinary business, only those items of special business, which are considered to be unavoidable.
The companies which are not covered by the General Circular No. 18/2020, dated 21.04.2020 and are unable to conduct their AGM in accordance with the framework provided in this Circular are advised to prefer applications for extension of AGM at suitable point of time before the concerned Registrar of Companies under section 96
To read full circular CLICK HERE.
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