MINUTES OF THE ____ANNUAL GENERAL
MEETING OF (NAME OF COMPANY) HELD ON (DAY), (DATE) COMMENCED AT (TIME)AND
CONCLUDED AT (TIME) AT REGISTERED OFFICE OF THE COMPANY AT (ADDRESS).
PRESENT
______________________
MEMBER
1. CHAIRMAN OF MEETING: -
In
accordance with provisions of Companies Act, 2013 and Articles of Association, _____________________
was elected as Chairman of the meeting by Directors present.
2.
RECORDS
AVAILABLE FOR INSPECTION: -The following documents and
Registers were placed on the Table before the Meeting:
i.
Directors’ Report for the
financial year ended March 31, 2023.
ii.
Auditors’ Report for the financial
year ended March 31, 2023.
iii.
Audited Accounts for the
financial year ended March 31, 2023.
iv.
Registers of Director’s,
Directors Shareholding & Members (remained open for inspection during the
Meeting).
3.
In aggregate ____ members
were present in the Meeting
4.
At (TIME)., the Chairman ___________________________, commenced
the Meeting by welcoming the members at ___Annual General Meeting. The Chairman
announced that the requisite quorum were present as per Section 103 of the
Companies Act, 2013, the meeting was called to order.
5.
The Chairman introduced the Directors
present on dais to shareholders.
6.
The Chairman thereafter read
out his speech. The Chairman then took up the items mentioned in Notice.
ORDINARY BUSINESS
1.
Adoption of Annual
Accounts- Ordinary Resolution
Proposed
by: Mr. _______________
Seconded
by: Mr. _________________
The
ordinary resolution set at item no. 1 of the notice pertaining to the adoption
of annual accounts along with annexure, proposed and seconded by the
aforementioned shareholders andtaken up for consideration with the consent of
the Members present.
The Chairman
stated that the audited Annual Accounts of the Company for the year ended March
31, 2023, the Auditors’ Report thereon and the Directors’ Report attached
thereto have been with the members for some time and therefore with the
permission of the members present, the same were taken as read.
The
Chairman invited the queries from the members present in respect of Annual
Accounts of the Company. Few queries
were raised by the members which were suitably replied by the Chairman.
“RESOLVED THAT the
Audited Balance Sheet(Standalone & Consolidated), Statement of Profit &
Loss along with the notes forming part of the audited financials for the
financial year ended 31st March 2023 along with the Auditors’ Report
and the Directors’ Report thereon for the financial year ended March 31, 2023,
be and are hereby taken as read, approved and adopted by the members.”
The
above Ordinary Resolution was thereafter put to vote and on a show of hands was
declared carried unanimously.
2. Appointment/Re-Appointment
of Auditor- Ordinary Resolution
Proposed
by: Mr. _______________
Seconded
by: Mr. _________________
The
ordinary resolution set at item no. 2 of the notice pertaining to the reappointment
of auditor, proposed and seconded by the afore-mentioned shareholders and taken
up for consideration with the consent of the Members present.
The
Chairman invited the queries from the members present in respect of eligibility
of the proposed auditor. Few queries
were raised by the members who were suitably replied by the Chairman.
“RESOLVED
THAT
pursuant to the provisions of Section 139 and other applicable provisions, if
any, of the Companies Act, 2013, and the Rules framed there under, as amended
from time to time, M/s. ________________________________, Chartered
Accountants, (FRN No. __________________) be and is hereby
appointed/re-appointed as Auditor of the Company to hold office from the
conclusion of this Annual General Meeting (AGM) till the conclusion of the
__________ AGM of the Company to be held in the year 2028 at such remuneration
as may be agreed upon between the Board of Directors and Statutory Auditor.”
The
above Ordinary Resolution was thereafter put to vote and on a show of hands was
declared carried unanimously.
3. To Confirm
and ratify the interim dividend on ___ ____ shares. :
Proposed
by: Mr. _______________
Seconded
by: Mr. _________________
The
ordinary resolution set at item no. 3 of the notice pertaining to the confirm
and ratification of dividend along with annexure, proposed and seconded by the
aforementioned shareholders and taken up for consideration with the consent of
the Members present.
The
chairman invited the queries from the members present in respect of Declaration
of dividend for the financial year. Few
queries were raised by the members which were suitably replied by the chairman.
“RESOLVED THAT
the Dividend for _________ no. of equity @Rs. _____ per equity shares of face
value of Rs. ______ each for the period from April 01, 2022 to March 31, 2023
approved by Board of Directors and be and is hereby confirmed for the Financial
Year 2022-2023.”
The
above Ordinary Resolution was thereafter put to vote and on a show of hands was
declared carried unanimously.
4. Regularization
of appointment of Mr. ___________________ (DIN: ________________):
Proposed
by: Mr. _______________
Seconded
by: Mr. _________________
The ordinary resolution set at item no. 4 of
the notice pertaining to the regularization
of Mr. _____________ as Director of the Company, proposed
and seconded by the aforementioned shareholders and taken up for consideration
with the consent of the Members present.
“RESOLVED THAT
pursuant to the provisions of section 152, 161 and any other applicable
provisions of the Companies Act, 2013, and any rules made there under, Mr.
___________________ (DIN: _________________), who was appointed as an
Additional Director of the Company by the Board of Directors in the Board
Meeting held on ____________________ to hold office up to the date of this
Annual General meeting be and is hereby elected and appointed as Director of
the Company”.
The
above Ordinary Resolution was thereafter put to vote and on a show of hands was
declared carried unanimously.
The
meeting concludes at (TIME) with a vote of thanks to the Chair from the floor.
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Chairman
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(Chairman)