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AGM Due date

CS Ekta (Company Secretary) (309 Points)

05 December 2009

Hi Friends,

Kindly confirm me that if a company is incorporated on 28th feb, then what will be the last date to held the first AGM ?

whether it will be 28th Aug or 31st Aug of the next year?

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26 Replies

santhosh (CA) (636 Points)
Replied 05 December 2009

The due date of agm is subject to following conditions :-

Condition 1 :-

Within 6 months of closing of the Financial year of the Company

Condition 2 :-

Every Calender year one AGM should be conducted

Condition 3 :-

The time gap between each agm shall not exceed 15 months. (18 months in case of First AGM from the date of incorporation)

All the conditions are cumulative conditions. All the conditions has to be satisfied.

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CS Ekta (Company Secretary) (309 Points)
Replied 05 December 2009

I know all these conditions are to be satisfied........kindly confirm that whether 18 months will end on 28th Aug or 31st Aug?

Ansari (ca final) (444 Points)
Replied 05 December 2009

Santosh is right.

Ansari (ca final) (444 Points)
Replied 05 December 2009

I think it wud b 31st Aug.

Ram Avtar Singh (Nagari Sultanpur U.P.Delhi) (14497 Points)
Replied 05 December 2009

Sub section 3(b) Section 210 of the Companies Act,

The annual accounts of the company (Balance sheet & P&L) should be laid before the shareholders at Annual Genera Meeting within six months from date of end of the financial year.

Section 166 of the Companies Act,

Duration between the two Annual General Meeting not more than fifteen months.

so AGM date will be 31 August.

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Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 05 December 2009

Please mention full date of incorporation. (year of incorporatio)

CS Ekta (Company Secretary) (309 Points)
Replied 06 December 2009

Hi Ankur,

the full date of Incorporation is 28.02.2008

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 07 December 2009

Kindly appreciate:

Let us first decide what is your financial year—your first financial year would be from 28.02.2008 to 31.03.2009 i.e. a period of 13 months and 01 days.

Applicability of Section-166 read with section-210 suggest in your case

As per Section-166 last date for holding your AGM would be August 27, 2009 i.e. 18 months from the date of incorporation of the company.

As per section-210 Balance Sheet & Profit and Loss A/c shall lay before the members in case of first AGM with in 9 months from the end of financial year i.e. last date for holding your AGM as per section-210 would be December 31, 2009.

Conclusion as per the rule of Harmonious construction

As per my opinion your first financial year is ending on March 31, 2009 and as per section-210 you may hold your first AGM up to December 31, 2009. But here if you follow section-210 blindly without application of section-166 then there would be violation of section-166 regarding First AGM in 18 months provision.

Final Answer—To conclude in your case last date for holding first AGM would be August 27, 2009 which is in line with the provisions of both the sections.

Best Regards

CS Ekta (Company Secretary) (309 Points)
Replied 07 December 2009

Hi ,

Thanks for the reply. However with respect to sec 166, I am confused on the calculation of the period of 18 months from the date of incorporation.

Since 28.02.2008( last day of the month of feb) is the date of incorporation, the last date for holding of the AGM ( if we start counting from the month of march onwards) will be 31st august 2009.

Kindly confirm.

Regards

Ekta

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 07 December 2009

Hello,

Well I do not agree with you. First day of company’s life is 28.02.2008. According to me 18 months expires on 27.08.2009. However you may follow your own interpretation.

Best Regards

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(Guest)

There are two things here:

1. In case your financial year ends on 31.03.2008 the due date of AGM shall be 31.12.2008 as per section 210.

2. In case your financial year ends on 31.03.2009 the due date of AGM shall be 27.08.2009.

Also note that for calculating the due date of AGM you should also check whether that day is sunday or public holiday under Negotiable Insturments Act , 1881. If that day happens to be public holiday or sunday then the due date of AGM shall be date preceding to the date of AGM date which is not a public holiday or sunday .

With Regards, Neha