The Classic Partners LLP
Extra-Ordinary General Meeting
Drafting, convening, and documentation support for an Extra-Ordinary General Meeting (EGM) under Section 100 of the Companies Act, 2013 — including notice, the explanatory statement, resolutions, e-voting, and minutes of the meeting.
Plan Your EGM with ExpertsWhat is Extra-Ordinary General Meeting?
An Extra-Ordinary General Meeting is any general meeting of members other than the annual general meeting. It is held to transact urgent special business that cannot wait until the next AGM, such as alteration of the memorandum or articles, changes in capital, or other matters needing member approval.
Under Section 100, an EGM can be called by the Board, or on a valid requisition by members holding the prescribed shareholding. The notice must include an explanatory statement under Section 102, and the proceedings are recorded in the minutes of the meeting.
When Is an EGM Required?
- Companies passing urgent special resolutions between two AGMs.
- Alteration of the memorandum or articles of association.
- Increase or restructuring of share capital.
- Members requisitioning a meeting on a valid requisition.
- Approval of matters that cannot wait for the next annual meeting.
Our Extra-Ordinary General Meeting Services
Notice and Explanatory Statement
Drafting the EGM notice with the explanatory statement under Section 102.
Special and Ordinary Resolutions
Preparing the resolutions to be passed at the meeting.
Requisitioned EGM Support
Guidance where members requisition an EGM under the Act.
Minutes of the Meeting
Drafting accurate minutes recording the proceedings and decisions.
E-Voting and Quorum Compliance
Support with e-voting, quorum, and proxy requirements.
ROC Filings
Filing Form MGT-14 and related forms where the resolutions require it.
Documents and Records for an EGM
- Board resolution to convene the meeting, or a valid members' requisition.
- Notice of the EGM with an explanatory statement under Section 102.
- Proxy forms and the attendance register.
- Draft and final text of the resolutions.
- Minutes of the meeting recording the proceedings.
- Form MGT-14 for resolutions that require filing with the ROC.
Why Choose The Classic Partners
- Accurate notices, explanatory statements, and resolutions prepared to the letter of the Act.
- Coordinated with your Annual General Meeting and Board calendar to avoid duplication.
- Reliable minutes and ROC filings so your decisions hold up on record.
- Transparent fees and a dedicated point of contact, delivered by Chartered Accountants in Mumbai serving clients across India.
Related Compliance Services
- Annual General Meeting Services — Hold your AGM with adoption of accounts and statutory appointments.
- Board Meeting Services — Run board meetings with notice, quorum, and SS-1 compliant minutes.
- Removal of Director Services — Remove a director under Section 169 with proper notice and ROC filing.
Frequently Asked Questions
What is an Extra-Ordinary General Meeting (EGM)?
An EGM is a general meeting of the members of a company other than the annual general meeting, held to transact urgent special business that cannot wait until the next AGM.
Who can call an EGM?
An EGM can be called by the Board of Directors, or on a valid requisition made by members holding the prescribed proportion of paid-up share capital or voting power.
What is the notice period for an EGM?
An EGM is generally called by giving at least twenty-one clear days' notice in writing or electronic mode, though a shorter notice is possible with the consent of the required majority of members.
What business is transacted at an EGM?
Only special business is transacted at an EGM, and every item of special business must be accompanied by an explanatory statement setting out the material facts.
Is an explanatory statement required for EGM items?
Yes. Under Section 102, an explanatory statement setting out the material facts concerning each item of special business must be annexed to the notice of the EGM.
Are minutes of an EGM mandatory?
Yes. A company must prepare and keep minutes of every general meeting, including an EGM, recording the proceedings and the decisions taken.
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