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The Ministry of Corporate Affairs ("MCA") has issued a Circular, effective from 22nd September 2025 ("2025 Circular"), providing clarification on holding Annual General Meetings ("AGM") and Extraordinary General Meetings ("EGM") through Other Audio-Visual Means ("OAVM") or Video Conferencing ("VC"), as well as on the passing of Ordinary and Special Resolutions under the Companies Act, 2013. The 2025 Circular inter alia provides that companies can validly approve and record resolutions (both Ordinary and Special) during such meetings.
This relaxation, initially introduced on 5th May, 2020 through General Circular No. 20/2020 ("2020 Circular") and subsequently extended annually, is now permitted to continue until further notice. Accordingly, companies may convene their AGMs through VC or OAVM in line with the requirements set out in Para 3 and Para 4 of the 2020 Circular. Similarly, EGMs may be held through VC/ OAVM or business transacted via postal ballot.
The 2025 Circular further clarifies that this provision does not amount to an extension of the statutory deadline for conducting AGMs. Accordingly, companies that do not adhere to the prescribed timelines will continue to be liable for action under the relevant provisions of the Companies Act, 2013.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
