The Ministry of Corporate Affairs on 5th May 2020, has issued a clarification on holding of Annual General Meeting through video conferencing or any other audio-visual means.
MCA in its earlier circular dated 21st April 2020 has allowed the companies whose financial year ended on December 31, 2019, to hold their AGM by September 30, 2020.
However due to the representations received from stakeholders for providing relaxations in the provisions of Companies Act, 2013 or rules made to allow companies to hold Annual General Meetings (AGM) in a manner similar to the one provided in General Circular which deals with the conduct of Extraordinary General Meetings (EGM) the Ministry has issued the following clarifications :
- It said that the framework provided in the earlier circulars for holding of Extraordinary General Meeting (EGM) would be applicable making necessary changes and keeping the purpose intact for the conduct of AGMs during 2020, based on the classification of companies which are required to provide the facility of e-voting or have opted for the same, and those companies which are not required to provide such a facility.
- Owing to the difficulties in sending physical copies of the financial statements, the circular allows the companies to send the financial statements, along with the board’s reports, auditor’s reports and other documents required to be attached therewith, only through email.
- Before sending the notices and copies of the financial statements, etc., public notice by way of the advertisement is published at least once in a vernacular newspaper.
- AGM may be conducted through the facility of VC or OAVM only by a company which has in its records, the email addresses of at least half of its total number of members
- The companies shall make adequate provisions for allowing the members to give their mandate for receiving dividends directly in their bank accounts through the Electronic Clearing Service (ECS) or any other means. For shareholders, whose bank accounts are not available, company shall upon normalization of the postal services, dispatch the dividend warrant/cheque to such shareholder by post.
Click here to read the Notification.
