Clarification on AGM Extension
On 08th September 2020 the Ministry of Corporate Affairs issued a new Notification regarding the Extension of Annual General Meeting for the year ended on 31st March, 2020
In this notification the due date for annual general meeting for the Financial Year ended 31.03.2020 has been extended by 3 Months for all companies and There is no need of separate application in form GNL-1 for extension.
This is a major relief which has been granted by Ministry of Corporate Affairs by way of granting extension of 3 months for holding annual general meeting and hence Companies with annual general meeting due date as 30.09.2020 can conduct their annual general meeting by 31.12.2020 without filing application in Form GNL-1.
But as per the section 96 of companies act 2013 it states that 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 (AGM) 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 AGM of a company and that of the next
Further the third proviso to Section 96(1) of the companies Act 2013 states that the Registrar may, for any special reason, extend the time within which any annual general meeting, other than the first annual general meeting, shall be held, by a period not exceeding three months;
Now although the Ministry of Corporate affairs has granted extension of 3 months for holding annual general meeting but as per the section 96(1) not more than fifteen months shall elapse between the date of one AGM of a company and that of the next therefore this extension does not allow all the companies to hold their AGM till 31st December 2020, each company has to check its due date on the basis of the date of last AGM so that the provision of maximum 15 months gap between two AGM is complied.
Illustration to calculate the due date for AGM
|Last AGM||This year Due date for AGM||Remarks|
|Before 30th September 2019||Must held AGM Before 31st December 2020||Must held AGM before 31st December to comply the provision of maximum 15 months gap between two AGM|
|On or after 30th September 2019||Can held AGM up to 31st December 2020||As the provision of maximum 15 months gap between two AGM is automatically complied if the AGM is held upto 31st December 2020|
Advocate Gourav Sharma