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Board Resolution for Calling of Annual General Meeting (AGM)

board resolution for notice of annual general meetingThe annual general meeting of the members/shareholders of a company is a yearly meeting held to consider and approve the annual financial statements, directors reports, declare dividends, appoint auditors, etc, and other agendas as may be necessary.

The provisions on Annual General Meeting (AGM) is prescribed under section 96 of the Companies Act, 2013.

Template of board resolution to be passed for calling annual general meeting or approving notice of agm is as follows—


#. To fix the Day, Date, Time & Venue of Annual General Meeting (AGM) of the Company

The Managing Director proposed holding of Annual General Meeting of the company on (Date) at (Time) at (Full Address of the Venue). The draft Notice convening the ensuing Annual General Meeting was tabled before the Board for perusal.

The Board considered the items of businesses as mentioned in the draft Notice to be transacted at the ensuing AGM and approved the same.

The following resolution was then passed unanimously:

“RESOLVED THAT the Annual General Meeting of the company be held on, (Date) at (Full Address of the Venue) at (Time) and that the draft notice as placed before the meeting, for convening the meeting be and is hereby approved.

RESOLVED FURTHER THAT (Name of the Director/ Company Secretary), (Designation), be and is hereby authorised to sign the same and send to the members and other stakeholders, alongwith the Audited Accounts for the year ended 31st March, 20XX and the reports of the Auditor’s and the Directors’ thereon.

RESOLVED FURTHER THAT the Managing Director and the Company Secretary of the company be and are hereby severally authorized to sign and submit required e-Forms with the Registrar of Companies, .............. and to do all such acts, deeds and things as may be necessary to do in this regard.”



#. To approve the Notice of AGM

"RESOLVED THAT the Annual General Meeting of the company be convened on, the day of (month, year) at (time) at (complete venue address), to transact the items of businesses as mentioned in the draft Notice of AGM, as tabled before the Board.

FURTHER RESOLVED THAT the draft Notice of AGM, as tabled before the Board, be and is hereby approved and that (Name of the Company Secretary), Company Secretary be and is hereby authorized to issue the same to all shareholders, auditors, bankers, and any other persons to whom the AGM Notice is required to be served."


NOTE: The resolution samples here are only for reference, to help you with drafting. Do refer the exact provisions of the Act, relevant rules framed thereunder and any other applicable laws to be able to not to miss out anything important while drafting.


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