Company Law and Practice · General Meetings

Meaning and Kinds of General Meetings of a Company

Updated 11 October 2026 · Fact-checked

A general meeting is a meeting of the members of a company where they take decisions reserved for them by law or the articles. The main kinds are the annual general meeting (section 96), the extraordinary general meeting (section 100) and class meetings. Identify the kind, state its rule, then conclude.

Understand Meaning and Kinds of General Meetings

A company is run by its Board, but it is owned by its members. A general meeting is the forum where members come together and decide matters that the Act or the articles reserve for them. Examples are approving accounts, appointing auditors, electing directors and altering the articles.

The Companies Act, 2013 recognises mainly two kinds of general meetings of the whole body of members: the annual general meeting (AGM) and the extraordinary general meeting (EGM). An AGM is held every year. An EGM is any general meeting other than the AGM. It is called when something urgent or special needs members' approval before the next AGM.

A third kind is the class meeting. It is a meeting of only one class of members, for example the holders of preference shares. It is held when the rights of that class are to be varied or when a matter affects that class alone. Do not confuse it with a general meeting of all members.

Section 96 requires every company other than a One Person Company to hold an AGM each year. It must specify the meeting as the AGM in the notice. Not more than fifteen months may pass between one AGM and the next. The first AGM must be held within nine months from the closing of the first financial year. In any other case the AGM must be held within six months from the closing of the financial year. The Registrar may extend the time for an AGM, other than the first, by up to three months for a special reason.

Section 100 deals with the EGM. The Board may call one whenever it thinks fit. Members holding at least one-tenth of the paid-up voting share capital can also force the Board to call one by a requisition. If the Board does not act, the requisitionists can call it themselves. So the members are not helpless against the Board. They have a legal route to get their decisions taken.

Producer companies have their own provisions. Section 378ZA requires their first AGM within ninety days of incorporation, and section 378S reserves certain powers for resolutions at the AGM.

Key rules to remember

Gap between two AGMs (section 96(1)): Maximum gap between two AGMs = 15 months; Applies to every company other than a One Person Company. The Registrar may extend the time for an AGM (not the first) by up to 3 months for a special reason.
First AGM (section 96(1), first proviso): First AGM within 9 months from the close of the first financial year; If the first AGM is held in this way, no AGM is needed in the year of incorporation.
Later AGMs (section 96(1), first proviso): Within 6 months from the close of the financial year; For example, for the year ended 31 March, the AGM falls due by 30 September.
Time and place of AGM (section 96(2)): Business hours = 9 a.m. to 6 p.m.; not a National Holiday; registered office or a place in the same city, town or village; An unlisted company may hold its AGM anywhere in India if all members consent in advance, in writing or by electronic mode.
Requisition for EGM (section 100(2)): Requisitionists hold ≥ 1/10 of paid-up voting share capital (or ≥ 1/10 of total voting power if no share capital); Counted on the date the company receives the requisition.
Board's timeline on requisition (section 100(4)): Board must proceed to call the meeting within 21 days, for a day not later than 45 days from receipt; If it fails, requisitionists may call and hold the meeting within 3 months from the date of the requisition.
Producer company AGM (section 378ZA): First AGM within 90 days of incorporation; gap between AGMs ≤ 15 months; notice ≥ 14 days; quorum = 1/4 of members unless articles say more; Requisition for EGM is by one-third of members entitled to vote.

How to solve Meaning and Kinds of General Meetings questions

Use this method for any question on meaning and kinds of general meetings, whether it is theory or a short case.

1Define a general meeting in one or two lines: a meeting of members to decide matters reserved for them.
2Name the kind of meeting the question is about: AGM, EGM or class meeting. For a case, decide this from the facts.
3State the rule with the section: section 96 for AGM, section 100 for EGM.
4Apply the time limits, percentages and place rules to the dates and numbers given. Work out dates carefully from the financial year end.
5Check for exceptions: One Person Company, the Registrar's extension, the unlisted company proviso, or a producer company under section 378ZA.
6For a comparison question, draw your answer point by point: purpose, who calls, time, notice, business.
7Write a clear conclusion in one sentence that answers the exact question asked.

Quickest way: Kind, section, number, conclusion

When to use it: Use when you have limited time, such as a short-answer question or the last question in the paper.

Write the kind of meeting and its section number.
Write the key number: 15 months, 6 months, 9 months, one-tenth, 21 days or 45 days.
Apply it to the facts in one line.
Close with a conclusion starting with 'Therefore'.

Common mistakes in Meaning and Kinds of General Meetings

Saying every company must hold an AGM.
Students remember the rule but forget the opening words of section 96(1).
Fix: Write that every company other than a One Person Company must hold an AGM each year.
Mixing up the 15-month gap with the 6-month limit.
Both appear in the same sub-section and sound alike.
Fix: The 15-month rule limits the gap between two AGMs. The 6-month rule limits the time after the financial year end. Both must be satisfied.
Applying the 6-month limit to the first AGM.
Students overlook that the first AGM has its own period.
Fix: The first AGM must be held within 9 months from the close of the first financial year.
Saying the Registrar can extend the time for the first AGM.
The third proviso is read quickly.
Fix: The Registrar may extend only AGMs other than the first, and only by up to 3 months.
Giving requisitionists the right to call an EGM straight away.
Students skip the Board's 21-day window.
Fix: First the Board gets 21 days to proceed to call a meeting for a day not later than 45 days. Only then may requisitionists call it themselves, within 3 months of the requisition.
Treating a class meeting as a kind of EGM of all members.
Both are called 'other than AGM' in loose language.
Fix: Describe a class meeting as a meeting of one class of members only, held for matters affecting that class.

Worked examples

Example 1

Distinguish between an annual general meeting and an extraordinary general meeting of a company.

Show the solution

Meaning: an AGM is the yearly general meeting that a company must hold under section 96. An EGM is any general meeting other than the AGM, which may be called under section 100.
Frequency: an AGM must be held every year, with not more than 15 months between two AGMs. An EGM is held only when needed.
Who calls it: an AGM is called by the Board as a statutory duty. An EGM is called by the Board whenever it thinks fit, or on a requisition by members holding at least one-tenth of the paid-up voting share capital.
Notice: the notice of an AGM must specify the meeting as the annual general meeting. An EGM notice states the special business.
Business: an AGM deals with the regular business, such as accounts, dividend, directors and auditors, together with any special business. An EGM deals only with the special matter for which it is called.
Time and place: an AGM must be called during business hours (9 a.m. to 6 p.m.) on a day that is not a National Holiday, at the registered office or a place in the same city, town or village. An EGM under section 100 must be held within India, except for a wholly owned subsidiary of a company incorporated outside India.

Answer: An AGM is a compulsory yearly meeting under section 96 for ordinary business. An EGM under section 100 is held whenever special business requires members' approval, and may be forced by a requisition of one-tenth of paid-up voting capital.

Example 2

Bharat Textiles Ltd, an unlisted public company, has paid-up voting share capital of ₹50,00,000. Members holding shares worth ₹6,00,000 send a signed requisition to the registered office on 1 July asking for an EGM to remove an auditor. The Board does nothing. Can the members call the meeting, and when?

Show the solution

Provision: under section 100(2)(a), the Board must call an EGM on a requisition by members holding at least one-tenth of the paid-up voting share capital.
Calculate: one-tenth of ₹50,00,000 = ₹5,00,000. The requisitionists hold ₹6,00,000, which is more than ₹5,00,000, so the requisition is valid.
Board's window: the requisition sets out the matter and is signed and sent to the registered office, as section 100(3) requires. The Board must, within 21 days of receipt (by 22 July), proceed to call a meeting for a day not later than 45 days from receipt (by 15 August).
Failure: the Board has done nothing, so under section 100(4) the requisitionists may call and hold the meeting themselves within 3 months from the date of the requisition, that is, by 1 October.
Manner and cost: under section 100(5) they must call and hold it in the same manner as the Board would. Under section 100(6) the company must reimburse their reasonable expenses, which are deducted from fees or remuneration payable to the directors who were in default.

Answer: Yes. The requisition is valid because ₹6,00,000 exceeds one-tenth (₹5,00,000). After the Board's 21 days lapse without action, the members may call and hold the EGM themselves by 1 October, in the same manner as the Board, and recover reasonable expenses from the company.

Exam tips

For 'distinguish' questions, use a point-by-point layout with at least five points. Add section numbers for AGM (96) and EGM (100).
In dates problems, first fix the financial year end, then compute the 6-month and 15-month limits. State both.
In requisition problems, do the one-tenth calculation in numbers first. A clear calculation earns marks even if the conclusion is simple.
Mention class meetings briefly when asked for 'kinds of meetings'. Say they are meetings of one class of members, and do not quote a section you are unsure of.
Learn the exceptions: One Person Company, the Registrar's 3-month extension and the unlisted-company place proviso. They are common short-note material.

Practice questions from General Meetings

Meaning and Kinds of General Meetings: frequently asked questions

What are the kinds of general meetings under the Companies Act, 2013?

The two main kinds of general meetings of all members are the annual general meeting (section 96) and the extraordinary general meeting (section 100). Class meetings are a further kind, held only for members of a particular class.

What is the difference between an AGM and an EGM?

An AGM is a compulsory yearly meeting held within the time limits of section 96. An EGM is any other general meeting, called by the Board or on a members' requisition under section 100 when special business needs members' approval.

Does a One Person Company have to hold an AGM?

No. Section 96(1) applies to every company other than a One Person Company. A One Person Company has only one member, so a meeting of members is not needed.

Can members call an EGM themselves?

Yes, in a limited case. If the Board does not proceed to call the meeting within 21 days of a valid requisition, the requisitionists may call and hold it within 3 months from the date of the requisition, in the same manner as the Board.