MEANING OF COMPANY MEETING: – A Company Meeting is defined as “A Gathering of two or more persons for the purpose of transacting the lawful business of the company”.
TYPES OF COMPANY COMPANY MEETING
- Shareholders meetings
- Statutory Meetings
- Annual Meetings
- Extra Ordinary Meetings
- Directors Meetings
- Board Meetings
- Committee Meetings
- Special Meetings
- Class Meetings
- Creditors Meetings
- Shareholders meetings
- Meaning: Statutory meeting is the first meeting of the members of a public company. It is held once in the life of a public company. Statutory means legal so this meeting is totally based on law. Law enforced the company to call this meeting.
- Occasion: This meeting must be held after 3 months but before 6 months of obtaining the certificate of commencement of business.
- Notice of Meeting: The directors will send a notice of the meeting to all the members of the company at least 21 days before the meeting. And also send a copy of the statutory report to the shareholders and ROC.
ANNUAL GENERAL MEETINGS:-
- Meaning: Every public company will hold the Annual General Meeting of its members every year. This meeting is to be call and held by the directors of the company.
- Occasion: The first annual general meeting must be held within 18 months from the date of its incorporation. The next meeting must be held once in every calendar year within 4 months after closing of its financial year. The interval between the two meetings must not exceed than 15 months.
- Notice of the Meeting: The directors will send a notice of the meeting to all the members of the company at least 21 days before the meeting. It should also be published in a newspaper.
- Meaning: All general meetings other than annual general meeting and statutory meeting are known as Extra-Ordinary General Meetings. This meeting is held on special occasions or you can say in emergency situations when directors think that it is necessary. For example; at the plan of merger etc
- Occasion: This meeting is held on a special occasion and in the emergency situation.
- Notice of the Meeting: The directors will send a notice of the meeting to all the members of the company at least 21 days before the meeting.
- EVERY COMPANY shall hold the FIRST BOARD MEETING of the Board of Directors (BOD) within 30 days from the date of incorporation.
- Hold a minimum of 4 meetings of BOD every year.
- There should not be a gap of more than 120 days between the two meetings.
- Central government by notification exempt certain class of companies
The purpose is to discuss company policy matters.
- Quorum:- Minimum 2 directors or 1/3rd of the total strength of directors whichever is more.
- Agenda:- It need not be sent to the directors.
- Notice:- Length of the notice must be reasonable. Type equation here.
- Quorum means the minimum no. of persons who must be present in person in order to form a valid meeting.
- If the Articles do not apply for a larger quorum, the following rules apply.
- 5 members personally present for a public Co. and 2 for a private company.
- The list of things to be discussed in a meeting.
- Agenda is a document that outlines the contents of a forthcoming meeting.
- Effective agenda is one of the most important elements for a productive meeting.
TIME & PLACE
- Held at the registered office at the company or at some other place in the same city, town or village in which the registered office of the company is located.
- Must be held during business hours on a day which is not a public holiday.
MINUTES AND MINUTES BOOK
- A written record of proceedings, business transacted & decisions taken at company meetings.
- Entries of proceedings to be made here
- Separate Minutes Book for shareholders meetings & Board of Directors meetings.
- To be kept open to inspection by members for at least 2 hours daily free of charge.
- Resolution is defined as a formal and final decision of a meeting on any motion placed before it for consideration.
- Resolutions must be clear, definite with one meaning only and therefore it must be carefully worded.
- It must be approved in a properly convened and fully constituted meeting.
- Resolution is collective decision of all members.
Content (Listing) Credit: JitenKamani (Explanation: YEP Nepal)