What Is the Annual General Meeting Deadline?
The annual general meeting deadline under section 96 is not one date but two running at the same time. A company has six months from the close of its financial year, and separately, no more than fifteen months may pass since its last annual general meeting. Whichever falls earlier is the one that binds.
Definition
The annual general meeting deadline
is set by section 96(1) of the Companies Act, 2013. Every company other than a One Person Company must hold an annual general meeting within six months of the financial year's close, and not more than fifteen months may elapse between one meeting and the next. Source: Companies Act, 2013, section 96(1) and its first proviso.
The annual general meeting deadline section 96 sets, in full
Section 96(1) states the base rule: every company other than a One Person Company shall in each year hold, in addition to any other meetings, a general meeting as its annual general meeting, and shall specify the meeting as such in the notices calling it. Not more than fifteen months shall elapse between the date of one annual general meeting and that of the next.
Three provisos then modify it:
| Proviso | What it does |
|---|---|
| First | The first annual general meeting is held within nine months from the closing of the company's first financial year. In any other case, within six months from the closing of the financial year |
| Second | If a company holds its first annual general meeting as above, it need not hold any annual general meeting in the year of its incorporation |
| Third | The Registrar may, for any special reason, extend the time for any annual general meeting other than the first, by a period not exceeding three months |
Read the fifteen month rule and the six month rule together, because they are independent constraints and the Act does not rank them. A company whose financial year ends on 31 March is inside the six month limb until 30 September. If its previous meeting was held on 15 July 2025, the fifteen month limb does not expire until 15 October 2026, so the six month limb governs.
The fifteen month limb bites first only where the previous meeting was held earlier still. A meeting held on 1 June 2025 puts the fifteen month date at 1 September 2026, twenty nine days ahead of the six month date. A meeting held late does the opposite: a previous meeting on 1 December 2025 puts the fifteen month date at 1 March 2027, months after the six month limb has already expired.
6 months
The period from a financial year's close within which a company must hold its annual general meeting, with a fifteen month ceiling between meetings
Source: Companies Act, 2013, section 96(1) and the first proviso to it
The first meeting is treated differently three times over
A newly incorporated company gets a distinct rule in each of the three provisos, which is easy to lose:
- It has nine months rather than six, measured from the close of its first financial year.
- If it holds that meeting on time, it does not have to hold a separate annual general meeting in its year of incorporation.
- It cannot get the Registrar's three month extension, because the third proviso applies only to a meeting other than the first.
The third point is the one that catches companies out. The extension power is real but it is closed to exactly the company most likely to need it.
When and where the meeting may be held
Section 96(2) constrains the timing and the venue:
- Hours. Called during business hours, that is, between 9 a.m. and 6 p.m.
- Day. On any day that is not a National Holiday. The Explanation to the sub-section defines a National Holiday as a day declared as such by the Central Government.
- Place. Either at the registered office of the company, or at some other place within the city, town or village in which the registered office is situate.
A proviso relaxes the place rule for one class: the annual general meeting of an unlisted company may be held at any place in India if consent is given in writing or by electronic mode by all the members in advance. A further proviso lets the Central Government exempt any company from sub-section (2) subject to conditions.
The venue rule is why what is a registered office matters here: for a listed company, section 96(2) ties the meeting's location to the section 12 office, and a change of registered office moves the permitted venue with it.
What a missed meeting triggers elsewhere in the Act
The annual general meeting is a scheduling anchor for two filings, and both have a fallback that runs from the date the meeting should have been held.
| Filing | Deadline when the AGM is held | Deadline when no AGM is held |
|---|---|---|
| Annual return, section 92(4) | Sixty days from the date the meeting is held | Sixty days from the date the meeting should have been held, with a statement of the reasons for not holding it |
| Financial statements, section 137(2) | Filed with the Registrar after adoption at the meeting | Filed within thirty days of the last date before which the meeting should have been held, with the statement of facts and reasons for not holding it |
Neither fallback is a grace period. Both convert a missed meeting into an earlier, harder obligation with a written explanation attached.
Section 97 supplies the remedy when a company simply does not hold the meeting. If default is made in holding an annual general meeting under section 96, the Tribunal may, on the application of any member, call or direct the calling of the meeting, and give ancillary or consequential directions. The proviso lets those directions include a direction that one member present in person or by proxy shall be deemed to constitute a meeting, which is how a deadlocked company gets one held at all. Section 97(2) then deems that meeting to be an annual general meeting under the Act.
Where this sits in the disclosure picture
For an investor, the annual general meeting date is the peg that the year's filings hang from. A company that slips its meeting slips its annual return and its financial statements with it, and both slippages are visible at the Registrar.
- What is in the annual return covers the section 92 return whose sixty day clock this meeting starts.
- How to find a company's financial statements at the ROC covers the section 137 filing and the right to retrieve it.
- How to track shareholder voting results covers the SEBI-side disclosure of what the meeting actually decided.
- How to requisition an EGM covers the other general meeting, the one members can force between annual meetings.
Flock reports the filings themselves, each stamped with its date and linked back to the exchange or regulator that published it. What any of it means for you is your call to make.
Frequently asked questions
What is the deadline to hold an annual general meeting?
Within six months from the date of closing of the financial year, and not more than fifteen months may elapse between one annual general meeting and the next. For a company's first annual general meeting the period is nine months from the close of its first financial year. Source: Companies Act, 2013, section 96(1) and its first proviso.
Can the AGM deadline be extended?
Yes, for meetings other than the first. Under the third proviso to section 96(1) the Registrar may, for any special reason, extend the time within which any annual general meeting other than the first shall be held, by a period not exceeding three months. Source: Companies Act, 2013, third proviso to section 96(1).
Does a One Person Company have to hold an AGM?
No. Section 96(1) requires every company other than a One Person Company to hold an annual general meeting in each year, in addition to any other meetings, and to specify the meeting as such in the notices calling it. Source: Companies Act, 2013, section 96(1).
Where and when can an annual general meeting be held?
During business hours between 9 a.m. and 6 p.m., on a day that is not a National Holiday, at the registered office or some other place within the same city, town or village. An unlisted company may hold it anywhere in India if all members consent in advance in writing or by electronic mode. Source: Companies Act, 2013, section 96(2).
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