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 wholetime 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 reappointment 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