MCA has extended the Due Date for Holding of AGMs by the companies upto 30/11/2021, i.e. by 2 months from the original due date, in respect of the financial year 2020-21 ended on 31/03/2021. Accordingly, respective ROCs have issued extension Orders, which are available on the MCA website.
MCA has attempted to provide desired relief to Corporates, Professionals and Other Stakeholders by extending the AGM deadline, which has the effect of relaxation for finalisation of Accounts of FY 2020-21 as well.
It may be noted that AGMs can be conducted using VC/ OAVM upto 31/12/2021, in view of MCA Clarification dt. 13/01/2021 on Holding of AGMs due in 2020 and 2021 upto 31/12/2021, in view of Covid-19 Pandemic.
In fact Govt. had received representation from different stakeholders, seeking extension of timeline for conducting AGMs in respect of FY 2020-21, in view of Covid-19 pandemic and lockdowns. Accordingly, MCA has reviewed the situation and decided to advise all the Registrars of Companies (ROCs), thru an Office Memorandum, to grant approval for extension of timeline by 2 months beyond the original due date for holding AGM, in the prescribed standard template/ format.
MCA Office Memorandum dt. 23/09/2021: Extension of time for holding of Annual General Meeting (AGM) for the Financial year ended on 31/03/2021
1. The Central Government has received representations seeking extension of time for holding Annual General Meeting (AGM) for the financial year 2020-21 ending on 31/03/2021 citing many difficulties faced due to second wave of Covid-19 and consequent lockdowns etc.
2. Accordingly, it has been decided to advise the Registrar of Companies (RoCs) to accord approval for extension of time for a period of two Months beyond the due date by which companies are required to conduct their AGMs for the financial year 2020-21 ended on 31/03/2021.
3. Kindly find enclosed a copy of the standard template for the order to be issued by RoCs under third proviso to sub-section (1) of section 96 of the Companies Act, 2013 ( the Act) for granting extension of time for conducting of AGM for the Financial Year 2020-21 ended on 31/03/2021.
4. Please take this action with utmost urgency and issue order before the close of the office today and forward the copy of the order to this office before for consolidation and uploading it on the MCA21 website. Also display this order on the Notice Board of your respective offices.
5. This issues with approval of the Competent Authority.
ROC Maharashtra, Pune Order dt. 23/09/2021: Extension of time for holding of Annual General Meeting (AGM) for the financial year ended on 31/03/2021 in terms of third proviso to section 96(1) of Companies Act, 2013 (the Act).
1, Whereas sub-section (1) of section 96 of the companies Act, 2013 (the Act) provides, inter-alia, that every company, other than a One-person Company, shall in each year hold in addition to any other meetings, a general meeting as its Annual General Meeting (AGM) and shall specify the meeting as such in the notices calling it, and not more than fifteen months shall elapse between the date of one AGM of a company and that of the next.
2. And whereas, the first proviso to sub-section (2) of section 96 of the Act provides that in case of the first AGM, it shall be held within a period of nine months from the date of closing of the first financial year of the company and in any other case, within a period of six months, from the date of closing of the financial year.
3. And whereas, the third proviso to section 96(1) of the Act provides that the Registrar may, for any special reason, extend the time within which any Annual General Meeting, other than the first Annual General Meeting, shall be held, by a period not exceeding three months.
4. And whereas, various representations have been received from the Companies, Industry bodies and Professional Institutes pointing out that several companies are finding it difficult to hold their AGM for the financial year ended on 31/03/2021 due to the difficulties faced in view of the Covid-19 Pandemic.
5. And whereas, the representations have been considered and the undersigned is of the considered opinion that due to such unprecedented special reason, the time within which the AGM for the financial year ended on 31/03/2021 is required to be held as per provision of sub-section (1) of the section 96 ought to be extended in terms of the third proviso to section 96(1).
6. Now, therefore in terms of power vested with the undersigned under the third Proviso to sub-section (1) of the section 96 of the Act, I hereby extend the time to hold the AGM, other than the first AGM for the financial year ended on 31/03/2021 for companies within the jurisdiction of this office, which are unable to hold their AGM for such period within the due date of holding the AGM by a period of Two Months from the due date by which the AGM ought to have been held in accordance with the provisions of sub-section (1) to section 96 of the Act, without requiring the companies to file applications for seeking such extension by filling the prescribed FORM No. GNL-1.
Explanation I: It is hereby clarified that the extension granted under this order shall also cover the:
i) Pending applications filed in form GNL-1 for the extension of AGM for the financial year ended on 31/03/2021, which are yet to be approved.
ii) Applications filed in form GNL-1 for the extension of AGM for the financial year ended on 31/03/2021, which were rejected.
iii) Applications filed in form GNL-1 for the extension of AGM for the financial year ended on 31/03/2021, where the extension approved was for a period less than Two Months.
Explanation II: It is also clarified that the extension granted under this order shall not cover the applications filed in form GNL-1 for the extension of AGM for the financial year ended on 31/03/2021, where the extension approved was for a period of more than Two Months.
Related Posts:
MCA General Circular 19/2021 dt. 08/12/2021: Clarification on holding of AGMs due in 2021 through VC/ OAVM upto 30/06/2022
MCA General Circular 20/2021 dt. 08/12/2021: Clarification on passing of Ordinary/ Special resolutions by companies
Whether any notification has been released by MCA so far?
Yes, all the ROCs have issued extension Orders as per the link added in the above post.
It is not clear whether late fee will be applicable based on extended date for conducting AGMs?
Can a private company with 2 shareholders postpone it’s AGM? The accounts couldn’t be finalised due to Covid, however notice of AGM scheduled for 30/09/2021 was issued. It was going to be adjourned. But with the extension they can re convene the meeting and submit financial statements for approval.
Extension of deadline for conducting AGMs by companies is fine. What about filing of OPC AOC 4, MGT 7 and LLP Form 8? There seems to be no extension granted yet.
Which SRN no. to be mentioned in Form MGT 7A for extension of AGM
ROC can extend the time for holding AGM by 3 months u/s 96(1) of Companies Act, 2013. So in view of above extension by 2 months, one can still apply for extension of further 1 month (i.e. upto 31/12/2021) by filing Form GNL-1 upto 30/11/2021 provided that maximum gap between two consecutive AGMs should be less than 15 months.
Is this AGM extension related to annual filing by companies also covers OPC?
How to correct date in resignation letter of CA and ADT-3, which is already approved by MCA?
Is there any due date for Form GNL-1, post which any late fee is applicable/ payable?