General Meetings - some basics
Posted by Kathryn Maybury on Wednesday, 11 October 2017
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance |
Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie
GENERAL MEETINGS
General Meetings are meetings specifically for the Member(s) of a company split into two types as outlined below.
Depending on the type of General Meeting companies should at least consider:
o the type of Resolution(s) to be proposed;
o is the option to pass the Resolution(s) in writing;
o what notice periods must be given; and
o what regulations (if any) are contained within the company Constitution.
Annual General Meeting (AGM) – the AGM is the General Meeting most of us would be familiar with, and surprise, surprise, it must be held annually!
The most standard business dealt with at an AGM is:
(a) presentation of Financial Statements to the Members;
(b) re-appointment of Statutory Auditors; and
(c) authorising Directors to fix remuneration of Statutory Auditors.
Companies must hold their first AGM within 18 months from date of incorporation, from then the company must hold its AGM within 15 months from the date of the preceding AGM.
Extraordinary General Meeting (EGM) – an EGM is commonlyconvened by the company for events such as:
(a) change of company name; and
(b) changes to Constitution.
However, in exceptional circumstances an EGM can be convened at the request of the Members or Courts. Convening an EGM in this manner usually means the relationship between the Board and Member(s) is dysfunctional, e.g. lack of trust in how the company is being managed or, refusal of members to attend an EGM. Fortunately, the majority of companies will never come across such a situation, and heaven help those that do!
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