Corporate Laws & Corporate Governance Committee
The Institute of Chartered Accountants of India

24th September, 2021

ANNOUNCEMENT

Sub: Extension of time for holding of Annual General Meeting (AGM) for the
Financial Year ended on 31.03.2021 by Two Months beyond the due date.

This is to inform you that the Ministry of Corporate Affairs (Registrar of Companies of
various States) vide its Order dated 23.09.2021 has extended the timeline to conduct Annual
General Meeting (AGM) of the Companies by two months beyond the due date within
which the companies ought to have conducted their AGM for the FY 2020-21 ended on
31.03.2021.

As per first proviso to Section 96(1) of the Companies Act, 2013 a company has to hold in
addition to any other meetings, a general meeting (other than the first AGM) within a period
of six months from the date of closing of financial year, which can be extended by the
Registrar for a further period, in any special circumstance.

Therefore, considering the enormous difficulties and hardships faced by the stakeholders in
conduct of AGM due to the second wave of Covid-19 and consequent lockdown etc., the
MCA has extended the timeline to hold AGM by two months beyond the due date.

Further, as per Section 129(2) of the Act, the Board of Directors of the company has to lay
before the Members the financial statements for the financial year at the AGM. Accordingly,
the extension of aforesaid timelines has brought relaxation in finalisation of Books of
Accounts for the financial year ended 31.03.2021.

It is also to be noted that the MCA had earlier vide its Circular dated 13.01.2021 has allowed
the Companies whose AGMs were due to be held in the year 2020, or become due in the
year 2021 to conduct their AGM on or before 31st Dec 2021 through VC or OAVM in
accordance with the requirements as provided in paragraphs 3 and 4 of the Circular dated
05.05.2021.

Accordingly, the Companies are allowed to conduct AGM by 30th November, 2021 (30th
September, 2021 + 2 months extension) and the same can be conducted through the mode
of Video Conferencing (VC) or Other Audio-Visual Means (OAVM) as well.
Further, it has been clarified by the MCA that the extension granted under this order shall
also cover the:
• 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.
• Applications filed in form GNL-1 for the extension of AGM for the financial year ended

on 31.03.2021, which were rejected.
• 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 2 months.

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 more than 2 months.

Orders as issued by the ROCs of various states are available at the link-
https://www.mca.gov.in/content/mca/global/en/data-and-reports/rd-roc-info/extension-
agm.html

Members may take note of the above and plan accordingly.

Sincerely Yours,

Chairman and Vice Chairman
Corporate Laws & Corporate Governance Committee
The Institute of Chartered Accountants of India