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Shareholders Meeting

An annual general meeting or extra ordinary general meeting where in the board of directors, auditors etc are appointed, accounts and reports on the performance are announced are known as share holders meeting. This is the only occasion a share holder can interact and influence the management of a corporation
A meeting of all or most shareholders of a corporation to hear reports on the company's business situation. Shareholders usually elect members of the board of directors at an annual shareholders' meeting, often by proxies.
A gathering of company officers, board of directors (BOD), and shareholders. An annual shareholder meeting is held after the close of each fiscal year when the company's performance over the past year is reviewed, the shareholders elect the board of directors, and vote on matters affecting the company's operation. The board of directors can also call special shareholder meetings to discuss business that cannot be deferred until the next annual meeting

shareholders' meeting n. a meeting, usually annual, of all shareholders of a corporation (although in large corporations only a small percentage attend) to elect the Board of Directors and hear reports on the company's business situation. In larger corporations top management people hold the proxies signed over to them by many of the shareholders' to vote for them.

A shareholders' meeting is an annual meeting of everyone who has purchased shares in a corporation. The meeting is usually scheduled around the public release of the annual financial statements. It provides an opportunity for shareholders to vote on key issues, such as the direction of the company, the decisions made over the last year and the financial results. Shareholders' meetings are required as part of the articles of incorporation and there are a series of laws and routine requirements surrounding the timing, subjects and structure of this meeting. By law, shareholders must approve of any merger or restructuring of the corporation, changes to the articles of incorporation, amendments to the bylaws, sales or transfers of assets, use of stock option plans, issuing of securities and the dissolution of the corporation. The attendees at a shareholder's meeting are usually representatives from investment firms, banks and pension funds that own large number of shares, as well as private investors. These professional are well-informed on the issues at hand, the significance of the requests and the details of the financial statements. Individuals who hold a minimal number of shares

rarely attend the meeting and instead submit a shareholder proxy form before the shareholder's meeting.

Meeting minutes must be taken at shareholder's meeting and distributed to all shareholders with a set time period after the meeting. A shareholder's meeting provide an opportunity for investors to hear about the plans of the corporate executive for the next year and the explanations behind any financial losses or missteps. Minority shareholders can achieve a disproportionate amount of influence over corporate executives through active participation in shareholder's meetings. Educated investors who challenge the claims of the company and illustrate a focus on a particular issue or cause can have deep impact.

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Annual general meeting


An annual general meeting (commonly abbreviated as AGM, also known as the annual meeting) is a meeting that official bodies, and associations involving the public (including companies withshareholders), are often required by law (or the constitution, charter, by-laws etc. governing the body) to hold. An AGM is held every year to elect the board of directors and inform their members of previous and future activities. It is an opportunity for the shareholders and partners to receive copies of the company's accounts as well as reviewing fiscal information for the past year and asking any questions regarding the directions the business will take in the future.

Instructions
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1
Choose the meeting date and related notification dates. (The date may be written into your corporation's bylaws or determined each year by the board of directors.) Each state requires both a minimum and maximum number of days before the meeting date for notifying shareholders. Tenday minimums and 60-day maximums are the most common.

2
Set the agenda for the meeting. Important topics include the appointment of directors, approval of audited accounts and approval of the annual budget.

3
Draw up a list of everyone legally entitled to notification. Include each name, address and number of shares held. Reserve the meeting place and prepare the mailing. Along with the official meeting notification, include proxy cards, the agenda and descriptions of major business items to be considered.

4
Get a time estimate of the chairperson's speech. (And hope for everyone's sake that it actually falls within the promised time frame). Prepare informational handouts and any audiovisual aids needed by the chairperson and other speakers (see 207 Polish Your Presentation Skills).

5
Assign someone to keep the minutes. Corporations are legally required to keep written records of all shareholder meetings. Consider outsourcing the extensive task of tabulating the minutes and distributing them to shareholders.

HOW MEETINGS WORK


So what goes on in a shareholders meeting? Items youre required to cover usually include the appointment of directors, approval of the audited accounts, and approval of the annual budget. However, meetings can also address anything thats of concern to the board of directors and is within shareholder control. Examples include the following.
y y

Amendments to bylaws or Articles of Incorporation A merger or reorganization of the corporation

A sharholders meeting is to inform the shareholders of how the company is running. Things like profit and loss, and future plans are covered. In most cases, shareholders will vote on future plan options. How to conduct it is entirely up to the person in charge.

Annual Shareholders Meeting


Participating in the Annual Shareholders Meeting All shareholders are called to the Annual Shareholders Meeting, no matter how many shares they own. The Meeting gives shareholders the opportunity to ask Management questions and express their opinion by voting on the resolutions tabled. To attend, vote by proxy or vote by mail, you need to provide proof of share ownership and request an admission card from: BNP Paribas Securities Services, for registered shares. The bank or broker who manages your securities account, for bearer shares. To attend and vote at the Meeting, holders of bearer shares must file a certificate issued by their bank or broker stating that the shares have been entered in the account at least three business days before the date of the Meeting. Receiving notification Rexel publishes a preliminary notice of meeting containing the agenda and draft resolutions at least 35 days before the Annual Shareholders Meeting in the BALO legal gazette.

At least 15 days before the Meeting, a final notice of meeting is published in the BALO legal gazette and automatically sent to all registered shareholders. The final notice includes the date, time and place of the Meeting, the agenda, and information on attendance procedures. Attending the Annual Shareholders Meeting For holders of registered shares You will receive a call to meeting, along with the related documents required by law. For holders of bearer shares You will need to ask your bank or broker to produce an attestation of attendance and send it to BNP Paribas Securities Services, who will issue you an admission card. A number of documents are available to all shareholders at Company headquarters before the meeting.

Voting at the Annual Shareholders Meeting If you are unable to attend the Annual Shareholders Meeting in person, you have three options for casting your vote, as described in the call to meeting. These include Voting by mail. Appointing the Chairman of the Meeting as your proxy. Appointing your spouse or another shareholder as your proxy.

Electronic Communication and Meetings under the Companies Act


Shareholder Meetings: Similar to board meetings, shareholder meetings too can be held using video conferencing subject to inbuilt safeguards. MCA now requires that listed companies must provide video conferencing connectivity during such meetings at least five places in India . This will ensure the shareholders need not travel across cities to

attend general meetings, especially when meetings are held in interior locations that are not easily accessible. While shareholders may participate electronically, the quorum required for the meeting will have to be present physically at the place of the meeting. As far as quorum is concerned, there seems to be a distinction between board meeting and shareholders meeting. This may introduce some practical difficulties in closely-held companies with a small number of shareholders where a minimum number of shareholders required to constitute quorum will still have to physically congregate at the location of the meeting.
Overall, these changes are beneficial to a more inclusive process in corporate democracy that generates greater participation in corporate decision-making.

Difference between general shareholders meeting & board meetings


The general shareholders meeting is for both the shareholders and officers to discuss the public details about the business; e.g., what was the profit or loss, what great things they accomplished, etc., then they nominate the board members. The board meeting is just the directors and officers of the corporation.

A mandatory yearly meeting of shareholders that allows stakeholders to stay informed and involved with company decisions and workings.

An annual general meeting (commonly abbreviated as AGM, also known as the annual meeting) is a meeting that official bodies, and associations involving the public (including companies with shareholders), are often required by law (or the constitution, charter, by-laws etc. governing the body) to hold. An AGM is held every year to elect the board of directors and inform their members of previous and future activities. It is an opportunity for the shareholders and partners to receive copies of the company's accounts as well as reviewing fiscal information for the past year and asking any questions regarding the directions the business will take in the future.

This yearly meeting is the single event whereby shareholders are able to gather and ask the board of directors questions pertaining to corporate health and strategy. Proper notice must be given to shareholders with regards to meeting times and agenda.

The annual meeting usually includes the following activities:


y y y y

Election of Directors whose terms are up for renewal or to fill vacancies on the board of directors Declaration of a dividend Review of the corporation's annual report Discussion of new projects and activities.

Before the annual meeting, shareholders receive proxy statements, describing matters to be voted on at the meeting. Shareholders who cannot attend can usually vote their proxy by mail.

Board meetings and the annual general meeting


The company secretary is normally responsible for arranging board meetings and general meetings, and ensuring there's a proper record of the meeting. You must arrange a board meeting or annual general meeting (AGM) if any director asks for one, or if 5 per cent of the members request one. How to conduct a board meeting You must give reasonable notice - normally 14 days for private and nontraded public companies - to the other directors. The notice period for public companies with traded shares is normally 21 days. y y y You must take formal minutes of the meeting. Once approved, the minutes should be signed by the chairman of the meeting. You must keep the minutes as the official record.Shareholders can ask to see them. Rules surrounding the AGM Most private companies are not required to hold an AGM. Public limited companies (plcs) must hold an AGM within six months of their financial year end.

Companies can still hold an AGM if they choose to. As with other meetings, an AGM must be arranged if any director asks for one with due notice, or if 5 per cent of the members request one. A company may also still need to hold one in certain circumstances. For example, you must hold an AGM if you want to dismiss a director or auditor before the end of their term, or if you are a public company with traded shares. If the company does hold an AGM: y You must send written notice to the directors and shareholders 14 days in advance (21 days in advance for public companies with traded shares), unless your company articles state otherwise. An AGM can be held at shorter notice if 90 per cent of members agree (95 per cent for plcs). y You are no longer required to circulate copies of the company's accounts before an AGM. However, they must be sent to members before they are due to be filed with the registrar of companies. y y y Directors and shareholders can vote on the appointment of directors and auditors to the company (if required). Ordinary resolutions can now be passed by a simple majority and special resolutions require at least 75 per cent of those eligible to vote in favour. You must file at Companies House any special resolutions passed at a meeting.

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