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Compliance Checklist for Annual General Meeting: 31.03.

2021

Sr No Section
Section 134
1

Section 101(2) of Companies Act, 2013 and section 102


2
and Para 1.2.4 and Para 1.2.10 of SS2

Section 96(2)

Section 101(3) of Companies Act, 2013 +Para


1.2.1 of SS2

Para 1.2.3 and 8.5.2 of SS2


5

Section 101(1) of Companies Act, 2013


6

S. 189(4), 6.8 of SS2, 1.2.5 of Secretarial


Standard

7
7

Para 6.4.2 of SS2


8

Section 113
9

4.1 of SS2
10

Para 4.2 and 4.3 of SS2

11

Section 103(1) of Companies Act, 2013

12

Para 13.1 of SS2

13

Section 118 of Companies Act, 2013


14

15

16

Section 139(1) of Companies Act, 2013


17 Section 137 of Companies Act, 2013
18
Section 92 of Companies Act, 2013 and Rule 11
19 and 12(2) of Companies (Management and
Administration) Rules, 2014

20 Section 117(1) and (3)(a) of 2013 Act


21 Section 92 of 2013 Act
klist for Annual General Meeting: 31.03.2021

Action
Convene Board Meeting For Finalization of Director’s report and
Financial Result.
Prepare and Finalize AGM Notice and Annual Report :
Notice shall have (complete address, venue, date, hour and agenda of
the meeting) Keep following documents ready:
1. AGM Notice ( to include attendance slip, Proxy form, Route map,
Explanatory statement)
2. Directors Report + all Annexure
3. Statutory Auditors Report and
4. Financials (including Balance Sheet +P&L + Cash Flow Statement +
Notes to Accounts+ Schedules)
5. Appointment of Scrutinizer for holding Meeting through Evoting and
contact CDSL / NSDL for generation of EVSN
Send the Notice by hand delivery/ email / ordinary post/ speed post
/ registered post / courier / fax.
If sent through e-mail – ensure delivery proof.
AGM to be called during business hours (9AM to 6PM) except National
Holiday (2ndOct, 15th Aug, 26th Jan), in the same city where the
Registered Office is situated.
AGM Notice with Documents mentioned above to be sent 21 clear
days in advance of meeting.
If Notice is sent by post/ courier- send 25 days in advance.
Notice shall be given to:
1. Members, (legal representative of deceased member or assignee if
an insolvent member)
2. Statutory auditors
3. Secretarial auditors
4. All directors
5. Debenture trustee (if any)
Arrange for upload of AGM notice (giving route map), on the website, if
there is a website
Meeting can be convened on a shorter notice with consent of the
shareholders holding 95% paid up share capital
Prepare Attendance Registers , Proxy Register
Keep ready following docs for Inspection at AGM :
1. Register of Contracts ready for Inspection during AGM ( Any person
having right to attend AGM can inspect)
2. Proxies (request from Member should be received at least 3 days
before the mtg.) Can be inspected from 24 hours before AGM time till
AGM conclusion time.
3. Statutory Audit Rep, Secretarial Audit Rep, MOA, AOA- all docs
referred to in Notice of AGM- to be made available for inspection at
Regd. office during business hours/ Corp Office/ Head Office
To follow up with the representatives of the Corporate members to send
Board Resolutions and Proxy forms, if any.
Ensure the proxy forms are received by the Company at least 48 hours
before the time fixed for holding the AGM (including major shareholders
and representation letters from financial institutions)
Check if Chairman of the Audit, NRC and SRC Committees have
confirmed their attendance at AGM. If they are not attending get them to
authorize another Committee Member of that Committee to attend the
AGM.
To follow up with statutory auditors and secretarial auditors and ensure
that either they or their representative (ensure that their representative
is also qualified to act as Statutory Audit Rep, Secretarial Audit Rep.)
Attends the AGM. Company can exempt them from attending.

Ensure that the proxy file, proxy register, Attendance Slips, Attendance
Register, Companies Act, Memorandum & Articles of Association,
Annual Report, additional copies of Notice of the Meeting, AGM/EGM
Minutes Book, etc. are kept ready at the meeting

On the day of AGM Ensure Quorum is present :


i.e. Quorum is based on the number of the members of the Company

Quorum – Private Co. 2 members personally present


Public Company :
5/15/30 depending on no. of members
Make arrangements for recording attendance, collect attendance slips at
the Meeting
Conduct the AGM as per AGM Proceedings
The qualifications, observations or comments or other remarks on the
financial transactions or matters which have any adverse effect on the
functioning of the company, if any, mentioned in the Statutory Auditor’s
Report shall be read at the Annual General Meeting and attention of the
Members Present shall be drawn to the explanations / comments given
by the Board of Directors in their report.

Note down conclusion time of the AGM


AGM Minutes to be finalized and given for review( circulate internally
within 15 days of AGM)
Filing of Form MGT-15 within 15 days of AGM
Submission of Scrutinizer's report within 2 days from the conclusion of
AGM
Filing of Form ADT- 1 within 15 days of AGM (ratification of appointment
of auditors)
Filing form AOC 4 XBRL (as applicable) within 30 days of AGM :
Chapter 9B Rule 3
Filing Form MGT 7 within 60 days of AGM (Annual Return)

Filing Form MGT 14 as applicable within 30 days of AGM

Form MGT 8 with Annual Return within 60 days of AGM

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