When do I need to hold my company’s AGM?
- A company is required to hold its first AGM within 18 months after its incorporation.
- Subsequent AGMs must be held every calendar year and the interval between AGMs should not be more than 15 months.
- Private companies are allowed to dispense with AGMs if at a general meeting of the company a resolution to that effect is passed by all members with voting rights.
What happens if I am late for my AGM or Annual Returns?
Every company is required under the Companies Act to hold its Annual General Meeting (AGM) once in every calendar year and not more than 15 months (18 months for a new company) after the last preceding AGM (section 175). At the AGM, the directors must lay before the shareholders a profit and loss account that is not more than 6 months old at the date of the meeting (section 201). For a public listed company the profit and loss accounts must not be more than 4 months at the date of the meeting. The company is required to file its Annual Return (AR) within 1 month from the date of the AGM (section 197). Failure to comply with any of the 3 separate legal requirements under the law amounts to an offence and an appropriate penalty will be imposed.
Penalties for late lodgement of Annual Return for Local Company/Annual Filing for Foreign Company
|Length of Default (Days)||Late Lodgement Fee|
|Not more than 30 days||$60|
|Between 31 days to 60 days (Both days inclusive)||$120|
|Between 61 days to 90 days (Both days inclusive)||$170|
|Between 91 days to 180 days (Both days inclusive)||$220|
|Between 181 days to 365 days (Both days inclusive)||$250|
|Between 366 days to 730 days (Both days inclusive)||$350|
|Between 731 days to 1095 days (Both days inclusive)||$350|
|More than 1096 days||$350|
Can I ask for an extension to hold AGM?
If your company is unable to keep to the timeline under section 201, you should make an application for an Extension of Time before the expiry of the timeline (or due date). Since the law requires that a company must hold its AGM on time, ACRA will generally not grant more than 60 days of extension. The extension can be applied by company officer (i.e. director of company secretary), or professional firm on behalf of the company.