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AGM Conducting and Compliance (Section 96)

Reviewed by CA and CS Team, Patron Accounting LLP ICAI & ICSI Registered| 15+ Years Experience| Last Updated: Verify Credentials →

Service: End-to-end conducting and compliance of your annual general meeting.

Fees: AGM service starting from INR 4,999 (Exl GST and Govt. Charges) per meeting.

Covers: 21-day notice, agenda, minutes and resolution filing where applicable.

Timelines: First AGM in 9 months; later AGMs in 6 months and within a 15-month gap.

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AGM Compliance: Overview and Quick Summary

📌 TL;DR - AGM Compliance Services at a Glance

An annual general meeting under Section 96 is the yearly meeting every company other than an OPC must hold. The first AGM is held within 9 months of the first financial year, later AGMs within 6 months of the financial year end and within 15 months of the previous AGM, on a clear 21 days’ notice. The ROC can extend a subsequent AGM by up to 3 months for special reason.

Parameter	Detail
Governing Provision	Section 96 with Sections 101 and 102 and SS-2
First AGM	Within 9 months of the close of the first financial year
Later AGMs	Within 6 months of FY end and within 15 months of the last AGM
Notice	Clear 21 days to members, directors and auditors
Cost	Patron fee from INR 4,999 (Exl GST and Govt. Charges) per meeting
Timing	9 AM to 6 PM, not a National Holiday, at or near the registered office
Extension	ROC, up to 3 months via Form GNL-1 (not for the first AGM)

AGM services from Patron Accounting cover the notice and agenda, the conduct of the meeting, the minutes and the filing of resolutions in MGT-14 where applicable, and an extension application if the date is at risk. It is a recurring annual compliance every active company needs.

Our team has supported 10,000+ businesses since 2009, with qualified CAs and CSs planning the due date, drafting the notice and minutes, and filing resolutions so your AGM is held and recorded correctly under the Companies Act, 2013.

What Is an Annual General Meeting?

An annual general meeting under Section 96 is the yearly meeting of a company’s members, at which the ordinary business of the company, such as adopting the financial statements, declaring dividend, and appointing directors and auditors, is transacted. Every company except an OPC must hold one each year.

It is a core annual compliance, with fixed timelines, a 21-day notice and prescribed conduct. Holding it on time and recording it correctly keeps the company compliant, while missing it brings penalties on the company and its officers.

Key Terms for AGM Compliance:

First AGM: The company’s first annual general meeting, due within 9 months of the first financial year.
15-Month Gap: The maximum time that may elapse between two consecutive AGMs.
Ordinary Business: Financials, dividend, director rotation and auditor matters dealt with at the AGM.
Explanatory Statement: The statement under Section 102 attached for special business.
Form GNL-1: The application to the ROC for an extension of the AGM date.

Notice Period 21 Days

AGM Timelines and Who Must Hold One

Every company other than an OPC must hold an AGM each year, within timelines that depend on whether it is the first AGM or a later one.

First AGM: Within 9 months from the close of the first financial year; no AGM is needed in the year of incorporation if the first AGM is held within this period.
Subsequent AGMs: Within 6 months from the close of the financial year.
15-month gap: Not more than 15 months may elapse between two AGMs; the earlier of the two limits governs the due date.
Notice: A clear 21 days’ notice to members, directors and auditors, unless a shorter notice is consented to.
Extension: The ROC may extend a subsequent AGM by up to 3 months for a special reason; the first AGM cannot be extended.

The AGM sits within the company’s wider yearly compliance; see our private limited company compliance service for the full annual cycle.

Our AGM Services

Service	What We Do
Due-Date Planning	We calculate the AGM due date from the financial year end and the last AGM, and plan the timeline backwards.
Notice and Agenda	We draft the 21-day notice, the agenda and the explanatory statement for any special business.
Board and Meeting Support	We support the board meeting that approves the financials and convenes the AGM, and the conduct of the AGM itself.
Minutes Drafting	We draft the AGM minutes in line with Secretarial Standard SS-2 and the resolutions passed.
Resolution Filing	We file the resolutions that require filing with the ROC in Form MGT-14 where applicable.
Extension Applications	If the date is at risk, we prepare and file the GNL-1 application to the ROC for an extension with valid reasons.

Our Process

AGM Process: Step by Step

A clear seven-step path from fixing the AGM due date to filing the resolutions with the Registrar of Companies.

Step 1

Fix the Date

Calculate the due date from the financial year end and the previous AGM, and fix the meeting date within it.

9 / 6 / 15-month rules Due date set

Date Fixed 01

Step 2

Approve at the Board

Hold the board meeting to approve the financial statements and convene the AGM.

Financials approved AGM convened

Board Meeting 02

Step 3

Issue the Notice

Issue a clear 21 days’ notice with the agenda and any explanatory statement to members, directors and auditors.

Clear 21 days Agenda attached

Notice Sent 03

Step 4

Hold the AGM

Conduct the AGM during business hours, with the required quorum, and transact the business.

Quorum confirmed Business hours

Meeting Held 04

Step 5

Pass the Resolutions

Pass the ordinary and any special resolutions and record the voting.

Ordinary & special Voting recorded

Resolved 05

Step 6

Draft the Minutes

Prepare and finalise the AGM minutes in line with SS-2 within the prescribed time.

SS-2 compliant Minutes finalised

Minutes 06

Step 7

File Resolutions

File the resolutions that require filing with the ROC in Form MGT-14 where applicable.

MGT-14 filed ROC compliant

Filed 07

Documents Required for the AGM

Audited financial statements and the directors’ and auditors’ reports.
Details of the previous AGM date and the financial year end.
Register of members and their contact details for the notice.
Details of directors retiring by rotation and any auditor matters.
Any special business and the related explanatory statement inputs.
Valid DSC of the signatory for any ROC filings.

Need the full checklist? We share a ready AGM checklist when you engage us.

Common AGM Challenges and Solutions

Challenge	Impact	How Patron Accounting Solves It
Missing the due date	Late audited accounts can push the AGM past its due date. We plan backwards from the deadline and, where needed, file a GNL-1 extension.
Short or defective notice	A short or defective notice can invalidate the meeting. We issue a clear 21-day notice with the correct agenda and explanatory statement.
Quorum and conduct	The meeting needs the right quorum and conduct to be valid. We confirm the quorum and guide the proceedings.
Minutes and filings	Minutes must follow SS-2 and resolutions must be filed where required. We draft the minutes and file MGT-14 where applicable.

AGM Service Fees

Fee Component	Amount
Patron Accounting Professional Fees	Starting from INR 4,999 (Exl GST and Govt. Charges) per meeting
MCA Filing Fee (Form MGT-14)	Separate; charged on actual basis where resolutions require filing
ROC Extension Application (Form GNL-1)	Separate; charged on actual basis where an extension is sought
Late Filing Additional Fee	Separate; charged on actual basis where a filing is delayed

All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.

Professional service charges for drafting, filing, and representation are separate from the statutory fees. The exact fee depends on the complexity of the case, disputed amount, and number of hearings required. Contact us for a detailed quote.

Get a free AGM Compliance consultation - Call +91 945 945 6700 or WhatsApp us. No-obligation assessment.

AGM Timeline at a Glance

Stage	Estimated Timeline
Board meeting to approve financials	Before the notice, to approve accounts and convene the AGM
Clear notice period	21 clear days to members, directors and auditors
First AGM due date	Within 9 months of the close of the first financial year
Subsequent AGM due date	Within 6 months of FY end and within 15 months of the last AGM
ROC extension (subsequent AGM)	Up to 3 months via Form GNL-1 for a special reason
MGT-14 resolution filing	Generally within 30 days of passing, where applicable

Plan around the audited accounts. The AGM is a single meeting, but the compliance runs across a few weeks: the board approves the financials, a clear 21 days’ notice goes out, the AGM is held within its due date, and the minutes and any MGT-14 filings follow. Where the audited accounts are delayed, a GNL-1 extension of up to three months can be sought for a subsequent AGM.

Key Benefits

Why Choose Professional AGM Support

Due Date Calculated Correctly

Due date calculated correctly from both the 6-month and 15-month limits so the AGM is never accidentally late.

Proper Notice and Agenda

Notice, agenda and explanatory statement drafted properly on a clear 21 days’ notice under Sections 101 and 102.

SS-2 Compliant Minutes

Minutes prepared in line with Secretarial Standard SS-2 and the resolutions passed at the meeting.

MGT-14 Filings Handled

Resolutions filed in Form MGT-14 with the Registrar of Companies where applicable, within the time limit.

GNL-1 Extension Ready

If audited accounts run late, we file a GNL-1 extension before the due date to keep a subsequent AGM compliant.

Qualified CAs and CSs

Handled by qualified Chartered Accountants and Company Secretaries with 15+ years of compliance experience.

Trusted by Businesses Across India

10,000+ Businesses Served | 4.9 Google Rating | 50,000+ Documents Filed | 15+ Years

"Patron runs our AGM every year, from the notice and agenda to the minutes and MGT-14. It is one less deadline to worry about." - Director, services company, Pune.

"Our audited accounts were running late and the AGM was at risk. Patron filed the GNL-1 extension and we stayed compliant." - Founder, manufacturing company, Delhi.

Trusted by leading brands including Hyundai, Asian Paints and Bridgestone for accounting and compliance support.

With offices in Pune, Mumbai, Delhi, and Gurugram, Patron Accounting serves businesses across India - both in-person and remotely.

First AGM Compared with Subsequent AGMs

Factor	First AGM	Subsequent AGM
Due date	Within 9 months of first FY end	Within 6 months of FY end
15-month gap	Not applicable	Applies between two AGMs
Extension	Not available	Up to 3 months via GNL-1
Notice	Clear 21 days	Clear 21 days

Related Meetings and Compliance Services

The AGM sits within a company’s wider yearly compliance. Patron handles the linked work too.

Private Limited Company Compliance for the full annual compliance cycle.
Statutory Audit for the audited accounts laid before the AGM.
Secretarial Audit for secretarial compliance assurance.
Compliance Calendar to track the AGM and other due dates.
Pvt and LLP Compliance for ongoing entity compliance.

Legal and Compliance Framework

Requirement: Section 96 of the Companies Act, 2013 requires every company other than an OPC to hold an annual general meeting in each year, specified as such in the notice calling it.

Timelines: The first AGM must be held within 9 months from the close of the first financial year, and a subsequent AGM within 6 months from the close of the financial year, with not more than 15 months between two AGMs.

Notice and conduct: A clear 21 days’ notice with the agenda and any explanatory statement under Section 102 is given to members, directors and auditors, and the meeting is held during business hours between 9 AM and 6 PM, not on a National Holiday, at or near the registered office, in line with Secretarial Standard SS-2.

Extension and filing: The Registrar may, for a special reason, extend the time for a subsequent AGM by up to 3 months on an application in Form GNL-1, and resolutions that require filing are filed in Form MGT-14 where applicable.

Refer to the MCA portal for forms and to Section 96 on IndiaCode for the bare provision.

What is an annual general meeting under Section 96?

An annual general meeting under Section 96 of the Companies Act, 2013 is the yearly meeting of a company’s members, at which ordinary business such as adopting the financial statements, declaring dividend and appointing directors and auditors is transacted. Every company other than a One Person Company must hold an AGM each year and specify it as such in the notice.

When must the first AGM be held?

The first annual general meeting must be held within 9 months from the close of the company’s first financial year. If the first AGM is held within this period, the company does not need to hold an AGM in the year of its incorporation. Unlike subsequent AGMs, the first AGM cannot be extended by the Registrar, so planning the audited accounts in time is important.

When must subsequent AGMs be held?

A subsequent annual general meeting must be held within 6 months from the close of the financial year, and not more than 15 months may elapse between one AGM and the next. The earlier of these two limits governs the due date in a given year, so both the 6-month and the 15-month rules must be checked when fixing the AGM date.

How much notice is required for an AGM?

A clear 21 days’ notice must be given to all members, directors and the auditors before the AGM, along with the agenda and the explanatory statement for any special business. A shorter notice can be given if the requisite proportion of members entitled to vote consent to it. The notice must specify that the meeting is the annual general meeting.

Can the AGM date be extended?

Yes, for a subsequent AGM. The Registrar of Companies may, for a special reason, extend the time within which a subsequent AGM is held by a period not exceeding 3 months, on an application in Form GNL-1 stating the reasons. No extension is available for the first AGM, so the first AGM must be held strictly within its 9-month window.

What happens if a company misses its AGM?

Missing the AGM is a default under the Companies Act and attracts penalties on the company and its officers in default, with a further daily penalty for a continuing default. Where the audited accounts are delayed, a subsequent AGM can be extended through a GNL-1 application before the due date, which is the right step rather than simply missing the meeting.

What business is transacted at an AGM?

An AGM transacts ordinary business, which includes adopting the audited financial statements, declaring dividend, appointing or reappointing directors retiring by rotation, and appointing or fixing the remuneration of the auditors. Any other item is special business and requires an explanatory statement under Section 102 to be attached to the notice.

Are AGM resolutions filed with the ROC?

Certain resolutions passed at an AGM must be filed with the Registrar in Form MGT-14, depending on the nature of the resolution, generally within 30 days of being passed. Ordinary business resolutions are often not separately filed, while specified resolutions are. We identify which of your AGM resolutions require MGT-14 and file them on time.

AGM kab tak karni hoti hai?

Pehli AGM first financial year ke 9 mahine ke andar, aur baad ki AGM FY end ke 6 mahine ke andar aur pichhli AGM se 15 mahine ke andar honi chahiye.

AGM ka notice kitne din ka hota hai?

AGM ke liye members, directors aur auditors ko clear 21 din ka notice dena hota hai, agenda aur explanatory statement ke saath.

Quick Answers

First AGM? Within 9 months of the first FY end.

Later AGMs? Within 6 months of FY end and 15 months of the last AGM.

Notice? Clear 21 days to members, directors, auditors.

Extension? ROC, up to 3 months via GNL-1 (not first AGM).

Why Stay on Top of It

The AGM deadline comes every year. Missing it is a default that brings penalties on the company and its officers, with a daily penalty for continuing default, and a defective notice can invalidate the meeting. Planning the AGM around the audited accounts, and seeking a GNL-1 extension early if needed, keeps the company clean year after year.

Schedule your AGM now - Call +91 945 945 6700 or WhatsApp us. No-obligation assessment.

Run Your AGM with Patron Accounting

The AGM is a yearly fixture under Section 96: the first within 9 months, later ones within 6 months and a 15-month gap, on a clear 21 days’ notice, with minutes in line with SS-2 and resolutions filed in MGT-14 where applicable.

Holding it on time and recording it correctly keeps the company compliant, and a GNL-1 extension is there if the accounts run late. Patron Accounting, with qualified CAs and CSs and offices in Pune, Mumbai, Delhi and Gurugram, runs the full AGM compliance year after year.

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In-person and remote AGM support from our offices in Pune, Mumbai, Delhi and Gurugram.

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Content Created: 3 June 2026 | Last Updated: | Next Review: 4 September 2026 | Reviewed By: CA & CS Team, Patron Accounting LLP

This page is reviewed at least yearly and updated whenever Section 96, the AGM timelines, the 21-day notice rule, SS-2, or the GNL-1 / MGT-14 forms change. Freshness Tier 2.

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