Clarification on holding of Annual General Meeting (AGM) and EGM through Video Conference (VC) or Other Audio Visual Means (OAVM) and passing of Ordinary and Special resolutions by the companies under the Companies Act, 2013 read with Rues made thereunder
The document, verbatim
General Circular No. 09/2024
File No. Policy-17/57/2021-CL-MCA
YR UHR /Government of India
eRe ore Hara /Ministry of Corporate Affairs
5th Floor, ‘A’ Wing, Shastri Bhawan,
Dr. Rajendra Prasad Road, New Delhi 110001
Dated:19.09.2024
To,
e DGCOoA,
All Regional Directors,
All Registrar of Companies,
All Stakeholders.
Subject:
Clarification on holding of Annual General Meeting (AGM) and EGM
through Video Conference (VC) or Other Audio Visual Means (OAVM) and passing
of Ordinary and Special resolutions by the companies under the Companies Act, 2013
read with Rues made thereunder -Extension of timeline-reg.
Sir/Madam,
In continuation to this Ministry’s General Circular No. 20/2020 dated 05.05.2020,
General Circular No. 02/2022 dated 05.05.2022, General Circular No. 10/2022 dated
28.12.2022 and General Circular No. 09/2023 dated 25.09.2023 after due examination, it
has been decided to allow companies whose AGMs are due in the Year 2024 or 2025, to
conduct their AGMs through VC or OAVM on or before 30th September, 2025 in
accordance with the requirements laid down in Para 3 and Para 4 of the General Circular
No. 20/2020 dated 05.05.2020.
2. However,
it is hereby clarified that General Circular shall not be construed as
conferring any extension of statutory time for holding of AGMs by the companies under
the Companies Act, 2013 (the Act) and the companies which have not adhered to the
relevant statutory timelines shall be
liable
to legal action under the appropriate
provisions of the Act.
(1)
Page 2 contd...
;
3. Further, in continuation to this Ministry’s General Circular No. 14/2020 dated
08.04.2020, General Circular No. 03/2022 dated 05.05.2022 , General Circular No. 11/2022
dated 28.12.2022 and General Circular No. 09/2023 dated 25.09.2023 and after due
examination, it has also been decided to allow companies to conduct their EGMs through
Video Conference (VC) or Other Audio Visual Means (OAVM) or transact items through
postal ballot in accordance with framework provided in the aforesaid Circulars up to 30th
September, 2025. All other requirements provided in the said Circulars shall remain
unchanged.
4. This issues with the approval of the Competent Authority.
Yours faithfully,
s thn,mar
(C.M.
Karl Marx)
Joint Director
Tel.: 011-2338-7263
Copy to:
1.
e-Governance Section and Web Content officer to place the Circular on MCA
Website.
2.
Guard File.