What will happen if the gap between two AGM exceed 15 months and 5% TCS ...

What will happen if the gap
between two AGM exceed 15 months , will it be treated as contravention of
section 96 of Companies Act ,2023?

As per Section 96 of Companies Act 2013, every
company, other than OPC is required to hold an AGM every year. The AGM should
be held on the earliest of the following dates:

(1) 15 months from date of the last AGM

(2) The last day of the calendar year

(3)  6 months
from the close of the financial year.

In the event of any difficulty in holding an AGM
the ROC may grant an extension of time for any special reason by 3 months. In such situation if company
doesn’t hold AGM in particular year, it will not be treated that company has
contravened Section 96.

Now that the ROCs have given a blanket extension
for holding AGMs until 31st Dec 2020, the issue of gap between two AGMs arises.

Supposing a company has held its AGM in July 2019
last year, the gap of 15 months would come into effect and the company would
not be able to take full benefit under the circular.

However, when this relaxation is given by the
government & the respective ROC's, keeping in mind the unprecedented
situation caused due to this pandemic, & if there's a considerable amount
of gap of more than 15 months between 2 AGM's, the same will not be considered as non compliance.

Hence one can take the benefit of this circular as
the process of making an application in e-form GNL-1 is also dispensed with.

However, the details of the circular issued by the respective ROC has
to be specified in the notice calling AGM .