Explain the functions of a secretary related to the Annual General Meeting.

Secretary has to perform many functions related to all types of meetings like Board Meeting, Annual General Meeting, etc. He has to perform all duties in compliance with the provisions of the Act.

Secretary has to perform functions before, during, and after the meeting.

Functions of a secretary related to Annual General Meeting are as follows:

Functions Before the Annual General Meeting:

(i) Preparation of Accounts and Reports:

The secretary has to ensure that the Annual Accounts, Annual Report, and Auditor Report are prepared for consideration and approval.

(ii) Board Meeting:

Board Meeting is called to transact the following business:

To adopt Annual Accounts duly audited.
To adopt Director’s Report
To consider the rate of dividend
To fix the day, date, time, and place of the Annual General Meeting.

(iii) Notice:

The secretary has to send 21 clear days’ notice of a meeting to members and auditors before the meeting along with the auditor report, annual report, annual accounts, agenda, etc. The secretary has to arrange for publishing the notice of the meeting in leading newspapers.

(iv) Chairman Speech:

The secretary has to assist the chairman in drafting his speech to be delivered at the meeting.

(v) Preliminary Arrangement:

The secretary has to make arrangements such as booking of hall, refreshments, Register of Members, Members Attendance Book, etc.

Functions During the Annual General Meeting:

(i) Attendance:

The secretary has to get signatures of members present at the meeting in ‘Members Attendance Book.’

(ii) Quorum:

The secretary should see that the required quorum is present at the meeting and informs the chairman of the meeting.

(iii) Reading of Reports:

The secretary has to read the notice, Director’s Report, and Auditor’s Report as directed by the Chairman.

(iv) Notice of Proceedings:

The secretary should take down the notes of the proceedings of the meeting. He has to draft the minutes on the basis of these notes.

(v) Assist Chairman:

The secretary has to assist the chairman during the meeting. He should provide information, documents, etc as and when needed.

(vi) Conduct of Poll:

Secretary makes arrangements for conducting the poll if it is demanded by the members.

Functions After the Annual General Meeting:

(i) Drafting Minutes:

The secretary drafts the minutes of the meeting on the basis of the notes taken down during the proceedings of the meeting.

(ii) Implementation of decisions:

The secretary instructs the concerned department for implementing the decisions taken at the meeting.

(iii) Dispatch Dividend Warrants:

The secretary has to make an arrangement to dispatch dividend warrants to the shareholders.

(iv) Filing Resolutions:

The secretary has to file the Annual Report with the Registrar. In case of a special resolution, the secretary has to file the special resolution with the Registrar within 30 days of passing that resolution.

(v) Information to Absent Members :

The secretary sends the information of the proceedings of the meeting to the absent members.