AGM Agenda and Minutes Template (Notice, Proxies, Resolutions)

Annual General Meeting: [Organisation name], YYYY-MM-DD

Notice, agenda, resolutions, proxy arrangements and minutes for the annual general meeting (AGM) of a company, co-operative, association or charity with members or shareholders. The rules for AGMs come from your governing document (articles, bylaws or constitution) and the law where the organisation is registered; this template cites UK, US (Delaware) and EU law as dated examples only. Replace every [bracketed] value and every row marked Example. Worked examples use Kestrel Lane Community Sports Association, a fictional company limited by guarantee with 480 members. This is a documentation format, not legal advice: check your governing document, the current official law and a qualified professional.

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Revision history

Contents

1. Rules that apply
2. Timetable
3. Notice of meeting
4. Agenda
5. Resolutions
6. Proxies
7. Attendance and quorum
8. Minutes
9. After the meeting
10. Glossary and references

1. Rules that apply

Dated examples of legal sources (check the current consolidated text):

• UK companies. The Companies Act 2006 sets general meeting rules in Part 13. A public company must hold an AGM within six months of its financial year end (section 336); a private company generally need not, unless its articles require one. Notice periods (section 307), proxies (section 324), ordinary and special resolutions (sections 282 and 283) and the duty to keep minutes of general meetings (section 355) are also set out there: https://www.legislation.gov.uk/ukpga/2006/46/part/13. Charities follow their governing document and Charity Commission guidance as well as company law where they are incorporated.
• US (Delaware corporations, Title 8 of the Delaware Code, checked 2026-10-30). Section 211: if the annual meeting to elect directors is not held within 30 days of the designated date, or for 13 months where no date was designated, the Court of Chancery may order one. Section 222: notice not less than 10 nor more than 60 days before the meeting. Section 212: a proxy cannot be voted after three years from its date unless it says otherwise. Section 216: quorum may not be set below one third of the shares entitled to vote. Other states and nonprofit corporations have their own statutes: https://delcode.delaware.gov/title8/c001/sc07/index.html
• EU listed companies. The Shareholder Rights Directive, Directive 2007/36/EC as amended, sets minimum rules on notice, information and proxy voting for general meetings of listed companies, applied through each Member State's national law: https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=CELEX:32007L0036

2. Timetable

3. Notice of meeting

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting of [Organisation name] will be held at [venue and address] [and online at [link]] on [day] YYYY-MM-DD at [hh:mm] to consider the business set out in the agenda below, and to vote on the resolutions listed in section 5.

A member entitled to attend and vote may appoint a proxy to attend, speak and vote instead of them. A proxy need not be a member. Proxy forms must reach the Secretary by [hh:mm] on YYYY-MM-DD at [address or email].

The annual report and accounts are available at [link] and from the Secretary on request.

By order of the board, [Name], Secretary, YYYY-MM-DD

4. Agenda

1. Welcome, apologies and confirmation of quorum
2. Minutes of the previous AGM held on YYYY-MM-DD
3. Chair's report
4. Annual report and accounts for the year ended YYYY-MM-DD (resolution 1)
5. Appointment of auditor or independent examiner (resolution 2)
6. Election and re-election of directors or trustees (resolutions 3 to [n])
7. Special business (resolution [n])
8. Members' questions
9. Close

5. Resolutions

6. Proxies

Proxy form (summary of fields): member name and membership number; proxy's name, or "the chair of the meeting"; for each resolution, For, Against or Vote withheld, or "at the proxy's discretion"; signature and date.

Totals (Example): 22 valid proxies received by the deadline, 1 rejected as late.

7. Attendance and quorum

8. Minutes

Minutes of the Annual General Meeting of [Organisation name] held at [venue] on YYYY-MM-DD at [hh:mm].

Present: [Chair], [directors or trustees present], [number] members in person. In attendance: [Secretary, auditor, staff, guests]. Apologies: [names or number].

1. Welcome and quorum. The chair opened the meeting at [hh:mm] and confirmed that notice had been given on YYYY-MM-DD and that a quorum was present ([64] members against [48] required).
2. Previous minutes. The minutes of the AGM held on YYYY-MM-DD were [approved as a correct record / approved with the amendment that ...].
3. Chair's report. The chair presented the report. [Summary of questions and answers.]
4. Resolutions. Votes were counted on a [show of hands / poll]. [Under the articles, votes withheld are not counted in the proportion of votes cast.]

5. Members' questions. [Summary of each question and answer, with any action noted.]
6. Close. There being no further business, the chair closed the meeting at [hh:mm].

Signed: ______________________ Chair Date: YYYY-MM-DD

Actions arising

9. After the meeting

• Draft minutes circulated to the chair within [N] days.
• Minutes signed and stored in the minute book with the proxy forms and attendance list.
• Resolutions that must be filed with the company registrar or regulator filed by the deadline in [source]; in the UK, check the Companies Act 2006 for which resolutions must be filed and when.
• Register of directors or trustees updated and changes notified where required.
• Results published to members, where your rules or practice require it.
• Next AGM date added to the governance calendar.

10. Glossary and references

References: your governing document; the statutes listed in section 1; Board meeting minutes (nonprofit/board-minutes) for the record of the board meeting that approves the accounts and calls the AGM.

Standard and licence note

Based on general meeting practice and on public law cited as dated examples: the UK Companies Act 2006, Part 13 (legislation.gov.uk); the Delaware General Corporation Law, Title 8, sections 211, 212, 216 and 222 (delcode.delaware.gov, checked 2026-10-30); and Directive 2007/36/EC on shareholders' rights as amended (EUR-Lex). The template text is original and paraphrases these sources. Law, thresholds and deadlines change and differ by country, legal form and governing document; check the current official texts and a qualified professional. This is a documentation format, not legal advice. Template licence: MIT.