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Board Resolution for Extension of Annual General Meeting AGM

board resolution format for extension of annual general meeting section 96In accordance with the 3rd proviso of sub-section (1) of section 96 of the Companies Act, 2013, the Registrar of Companies (ROC) may, for any special reason, extend the time within which any annual general meeting, other than the first annual general meeting, shall be held, by a period not exceeding three months.

An application by the Company to the ROC needs to be made in Form No. GNL-1 for extension of period of annual general meeting by three months.

You may refer the following templates of resolutions while drafting.


SAMPLE #1

#. Extension of period of ...th annual general meeting by three months

“RESOLVED THAT pursuant to the provisions of section 96(1) of the Companies Act, 2013 ("the Act") read with rule 12(2) of the Companies (Registration Offices and Fees) Rules, 2014 ("the Rules"), and any other applicable provisions of the Act and rules made thereunder, including any amendments thereto for the time being in force, subject to the approval of the Registrar of Companies, ............, the period by which the ...th Annual General Meeting of the company for the financial year 20xx-xx was due to be held, be and is hereby extended by three more months.

RESOLVED FURTHER THAT (Name of the Director/ CS/ Officer), (Designation) be and is hereby authorized to make an application to the Registrar of Companies, ............, to sign and submit Form GNL-1 and do all such acts, deeds and things as may be necessary for the purpose of giving effect to the foregoing resolution.”

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SAMPLE #2

#. To seek extension of period of ...th AGM by three months

“RESOLVED THAT an application be made to the Registrar of Companies, ............, subject to the provisions of section 96(1) of the Companies Act, 2013, seeking approval for extension of period of annual general meeting by three months, for the ...th AGM of the company for the financial year 20XX-XX which was due to be held by ..(date)...

RESOLVED FURTHER THAT (Name of the Director/ CS/ Officer), (Designation) be and is hereby authorized to sign and submit an application in Form GNL-1 to the Registrar of Companies, ............ seeking the extension and do all such acts, deeds and things as may be necessary in this regard.”


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SAMPLE #3

#. To seek extension of period of ...th AGM by three months

“RESOLVED THAT the Company do submit an application in Form GNL-1 with the Registrar of Companies (RoC), ........ under section 96(1) of the Companies Act, 2013 for extension of time for holding the ...th Annual General Meeting (AGM) of the members of the company on or before (date).

RESOLVED FURTHER THAT (Name), (Designation) of the Company be and is hereby authorized to sign and submit an application to the Registrar of Companies, ............ seeking the extension and do all such acts, deeds and things as may be required for giving effect to the foregoing resolution.”



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Imp. Note: Please refer the latest provisions of the Act and rules thereunder, and any other applicable provisions before finalising the resolution. The above mentioned resolutions are only specimen copy of resolutions for reference purpose only.

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