A private company need not hold AGMs if all the members pass a resolution to dispense with the holding of annual general meetings. Companies may pass written resolutions for matters that would have been tabled at an AGM and may include the resolutions during Annual Return filings. The written resolutions may be circulated via hardcopies or other legible form (such as e-mails) as agreed upon by the company and the members. Companies are advised to seek professional/legal advice if they require assistance on the format for the resolutions.

When a member requests an exempt company to hold an AGM

A member can request an AGM to be held for a private company even if it is exempted or has dispensed with the AGM. This is done by notifying the company no later than 14 days before the end of the sixth month after the company’s financial year end.

Following the request, the company’s directors must hold an AGM within six months after the financial year end. The company can apply online to the Registrar for an Extension of Time before the deadline – i.e., before the end of the six months after the financial year end – if needed.

If a member or auditor requests a general meeting after the private company’s financial statements are sent out, the company must hold a general meeting to lay the financial statements within 14 days of the date of request.

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