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M. 6. MINUTES OF THE (.....

NUMBER) ANNUAL GENERAL MEETING


Minutes of the proceedings of the Annual General Meeting of the
Company held at on day, the 20 at [P.M.]

Ltd.
PRESENT
. Chairman
Directors

And members present in person


And members present by proxy
Chairman of the meeting
Pursuant to Article of the Articles of Association of the company Mr. X
, Chairman of the Board, took the chair.
Quorum
The Chairman welcomed the members to the meeting. Requisite quorum
being present, the Chairman called the meeting to order.
Notice of the meeting
With the permission of the members, the notice convening the meeting was
taken as read.
Proxies
The Chairman informed the members that the company had received
number of proxies for number of equity shares. Out of this,
number of proxies for number of equity shares were invalid. The
number of valid proxies for number of equity shares and the statement
of proxies received were on the table before him.
The Chairman also informed the members that the Register of Directors’
Shareholdings was on the table before him and the same was available for
inspection by the members.
Chairman’s Speech
The Chairman addressed the members. He pointed out the achievements
made by the company. He explained the Company’s policy in formulating
plans for the growth of the company.
Laying of the Compliance Report
Compliance certificate obtained from M/s a secretary in whole-
time practice was also laid in the annual general meeting in terms of the
Companies (Compliance Certificate) Rules, 2001.
Auditor’s Report
The auditors’ report to the members on the accounts for the year ended on
was read by Shri ..., Company Secretary
Adoption of Accounts
The Chairman, then, proposed the following resolution.
This was seconded by Mr. , a member.
“RESOLVED that the audited Balance Sheet as at , 20 and the
Profit and Loss Account for the year ended , 20...and the Directors’
Report and the Auditors’ Report thereon be and the same are hereby
received and adopted.”
The Chairman then invited the members to offer any comments on the
working of the Company during the year under review, and said that if they
had any questions to ask about the Company’s working during the year
under review, he would be glad to answer the same. Thereafter several
members spoke on the resolution and put forth their several queries. The
Chairman thanked the shareholders for their keen interest in the Company’s
working and replied suitably to the questions they had asked.
The Chairman put the motion to vote on a show of hands and declared the
same carried unanimously.
DECLARATION OF DIVIDEND
Proposed by
Seconded by ,
RESOLVED that the Dividend at the rate of Rs. per share on
equity shares of the Company for the year ended ,20 be and is
hereby declared and be paid to those shareholders whose names appear on
the Company’s Register of Members on , 20
The Chairman put the motion to vote on a show of hands and declared the
same carried unanimously.
APPOINTMENT OF DIRECTOR
Proposed by
Seconded by
RESOLVED that Mr. who retires by rotation and is eligible for re-
appointment be and is hereby re-appointed as Director of the Company
liable to retire by rotation.
The Chairman put the motion to vote on a show of hands and declared the
same carried unanimously.
APPOINTMENT OF AUDITORS
Proposed by
Seconded by
RESOLVED that the retiring auditors Messrs , Chartered Accountants,
be and they are hereby re-appointed Auditors of the Company to hold office
from the conclusion of this meeting till the conclusion of the next Annual
General Meeting on a remuneration of Rs.
The Chairman put the motion to vote on a show of hands and declared the
same carried unanimously.
SPECIAL BUSINESS
DIRECTOR LIABLE TO RETIRE BY ROTATION
Proposed by
Seconded by
RESOLVED that, due notice in writing signifying the intention of a member to
propose Mr. as a Director having been received pursuant to section
257 of the Companies Act, 1956, Mr. be and is hereby appointed as a
Director of the Company liable to retire by rotation.
The Chairman put the motion to vote on a show of hands and declared the
same carried unanimously.
APPOINTMENT OF SOLE SELLING AGENT
Proposed by
Seconded by
RESOLVED that pursuant to the provisions of sections 294 and 294AA and all
other provisions, if any, of the Companies Act, 1956, and subject to the
approval of the Central Government, the Company hereby approves the
appointments of the following as sole selling agents of the Company for a
period not exceeding five years commencing from the date of appointment
and for the products and the areas respectively set out against each in the
table appended below on the terms and conditions contained in the draft
agreement submitted to this meeting and initialled by the Chairman hereof
for purposes of identification, and that the Board of Directors be and is
hereby authorised to effect such modifications in the terms and conditions
of the said draft agreements as may be approved by the Central
Government and agreed to by the Board and the said sole selling agents :
Name of the agent Areas Period Products Commission

The Chairman put the motion to vote on a show of hands and declared the
same carried unanimously.
The meeting terminated with a vote of thanks to the Chair.
Dated 20
Chairman