AGM Pack – Notice, Directors' Report & Annual Return
A combined set covering the AGM notice, directors' report and annual return.
What this format contains
minutes of the 38TH Annual general meeting OF THE MEMBERS OF ___Name of co.__________ LIMITED HELD ON __________DATE wITH day__________ AT _____________venue with proper address_______________ AND Concluded At ____time___
PRESENT AT THE MEETING:
Board of Directors:
| NAME | DESIGNATION |
| Mr./Mrs. [Name] | Chairman & Director |
| Mr./Mrs. [Name] | Whole-time Director |
| Mr./Mrs. [Name] | Director (Member of Audit Committee & Nomination and Remuneration Committee) |
| Mr./Mrs. [Name] | Independent Director |
| Mr./Mrs. [Name] | Independent Director |
In Attendance:
| NAME | DESIGNATION |
| Mr./Mrs. [Name] | Company Secretary |
| Mr./Mrs. [Name] | Chief Financial Officer |
| Mr./Mrs. [Name] | Representative from [Name of Statutory Auditor Firm] |
Members/Proxies: As per attendance records.
CHAIR:
With the consent of the Members/Proxies present, Mr./Mrs. [Name], Chairman of the Board, presided over the meeting. The Chairman welcomed the members and declared that the requisite quorum was present in accordance with the provisions of the Companies Act, 2013. The meeting was accordingly called to order.
The Statutory Auditors’ Report, Secretarial Audit Report, and statutory registers were placed before the meeting and made available for inspection by members. The Notice of the [No.] AGM having been circulated earlier was taken as read.
AGENDA ITEMS:
Adoption of Financial Statements
To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the year ended [Date] together with the Reports of the Board of Directors and Auditors thereon.
Resolution: Proposed by: [Name] Seconded by: [Name]
“RESOLVED THAT the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended [Date], together with the Reports of the Board of Directors and Auditors thereon, be and are hereby approved and adopted.”
Resolution passed unanimously/with requisite majority.
Reappointment of Director retiring by rotation
To consider reappointment of Mr./Mrs. [Name] (DIN: [DIN No.]), who retires by rotation and, being eligible, offers himself/herself for reappointment.
Resolution: Proposed by: [Name] Seconded by: [Name]
“RESOLVED THAT Mr./Mrs. [Name] (DIN: [DIN No.]), who retires by rotation and, being eligible, offers himself/herself for reappointment, be and is hereby reappointed as a Director of the Company, liable to retire by rotation.”
Resolution passed unanimously/with requisite majority.
Appointment / Change in designation of Director(s)
To consider and approve the appointment/change in designation of Mr./Mrs. [Name] (DIN: [DIN No.]) as [Whole-time Director/Non-Executive Director, etc.], for a term of [No. of years], on remuneration as approved by the Board/Nomination and Remuneration Committee.
Resolution passed unanimously/with requisite majority.
Approval of Dividend
To take note of/approve the Interim Dividend of Rs. [Amount] per share declared by the Board of Directors on [Date] and confirmed by the members.
Resolution passed unanimously/with requisite majority.
Adoption of Revised MOA & AOA
To adopt the Memorandum and Articles of Association of the Company in line with the Companies Act, 2013.
Resolution passed unanimously/with requisite majority.
Other Business (if any)
Any other item with the permission of the Chair.
VOTE OF THANKS:
As there was no further business to transact, the meeting concluded with a vote of thanks to the Chair.
AUTHENTICATION OF MINUTES:
Date of Entry in Minutes Book: [Date] Place: [Location]
____________________________ Chairman of the Meeting
(Signature with DIN)