MINUTES OF THE ____ANNUAL GENERAL MEETING OF (NAME
OF COMPANY) HELD ON (DAY), (DATE) COMMENCED AT (TIME)AND CONCLUDED AT (TIME) AT
THROUGH VIDEO CONFERENCING (“VC”) / OTHER
AUDIO-VISUAL MEANS (“OAVM)
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 available through electronic mode 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
7.
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.
8.
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.
9.
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.
10. 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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