By law, every company is required to hold an annual general meeting (AGM) within 18 months of the date of its incorporation and, thereafter, once a year.
If a company has in their Memorandum of Incorporation specified that they elect to have an AGM or if a company has not adopted a Memorandum of Incorporation and still have Articles of Association, AGM minutes must be kept up to date and pasted in the companies' minute book.
The purpose of the AGM is to enable the company to report on its affairs during the past year to its shareholders and to deal with the following matters:
- To place before the meeting the approved annual financial statements together with the directors’ report and an audit committee report.
- To elect or re-elect directors who may retire by rotation.
- To approve, in advance the directors’ fees for the year ahead, if not already approved at a shareholders meeting.
- To appoint the audit committee.
- To appoint auditors to the company for the new financial year and to determine the auditors’ remuneration
- To deal with any other business required by the memorandum.
Please note that if you MOI (or old Articles of association) require shareholder resolution prior to being allotted the directors may not allot shares without shareholder consent.