Mastering AGM Through Video Conferencing: A Comprehensive Guide

Holding of AGM Through Video Conferencing- In our rapidly evolving world, adaptability is key. This holds true for the way businesses conduct their affairs, especially when it comes to crucial events like Annual General Meetings (AGMs). With the advent of advanced technology, hosting AGM through video conferencing has become a game-changer. In this comprehensive guide, we will delve into the intricacies of conducting AGMs virtually, ensuring that your organization not only complies with legal requirements but also fosters seamless communication among stakeholders.

In this article, we’ll explore the remarkable evolution of AGMs, how video conferencing is revolutionizing the concept, and why it’s imperative for businesses to embrace this change.

The Evolution of AGMs: Embracing Virtual Platforms

Traditionally, AGMs were held in physical boardrooms, requiring stakeholders to gather at a specific location. However, with the rise of video conferencing platforms, companies now have the opportunity to transition to a virtual setting, offering numerous benefits:

1. Accessibility: AGMs through video conferencing remove geographical barriers, allowing participants from around the world to attend.
2. Cost-Efficiency: Virtual meetings eliminate travel expenses, making AGMs more financially viable for both the company and stakeholders.
3. Environmental Impact: Hosting virtual AGMs significantly reduces the carbon footprint associated with travel and accommodation.
4. Increased Participation: Stakeholders are more likely to attend when the meeting is accessible from the comfort of their own environment.

Legal Compliance: AGM Through Video Conferencing

While the benefits of virtual AGMs are apparent, it’s crucial to ensure compliance with legal requirements. Here are some steps to consider for AGM Through Video Conferencing

1. Review Applicable Laws: Understand the legal framework governing AGMs in your jurisdiction, including any recent amendments related to virtual meetings.
2. Notification and Communication: Notify stakeholders well in advance about the virtual AGM, providing clear instructions on how to join the video conference.
3. Robust Technology and Security Measures: Ensure that the chosen video conferencing platform complies with data protection regulations and offers encryption to safeguard sensitive information.
4. Electronic Voting Systems: Implement secure electronic voting systems to facilitate the decision-making process.

Best Practices for Hosting an AGM Through Video Conferencing

To ensure a successful virtual AGM, consider the following best practices:

1. Pre-AGM Testing: Conduct a thorough test of the video conferencing platform, ensuring that all participants can connect seamlessly.
2. Engaging Presentations: Use multimedia elements to make presentations visually engaging, keeping stakeholders involved and focused.
3. Interactive Q&A Sessions: Allocate time for stakeholders to ask questions, either live or through a designated chat feature.
4. Recording and Documentation: Record the AGM for those unable to attend in real-time, and maintain detailed minutes for future reference.

Challenges and Solutions for Hosting an AGM Through Video Conferencing

Of course, virtual AGMs are not without challenges. Security concerns, technical glitches, and potential loss of the personal touch are valid worries. However, these issues can be addressed with the right technology, preparation, and strategy.

1. Security: Robust encryption and authentication measures can ensure the security of virtual AGMs, protecting sensitive information and preventing unauthorized access.
2. Technical Support: Having IT support on standby during AGMs can swiftly resolve technical issues, ensuring a seamless experience for participants.
3. Hybrid AGMs: Organizations can consider a hybrid approach, allowing shareholders to choose between attending in person or via video conferencing, thereby preserving the personal touch for those who prefer it.

Post-AGM Engagement for Hosting an AGM Through Video Conferencing

The end of the AGM does not mark the end of engagement. Follow up with participants through surveys or feedback forms to gather insights for future improvements. Provide access to recorded sessions and additional resources to those who may have missed the live event.

Annual General Meeting Formats for Listed Companies

Listed companies are subject to specific regulations and guidelines regarding the Annual General Meeting Formats (AGMs). These meetings serve as a crucial platform for shareholders to engage with the company’s management, discuss financial performance, and vote on important matters. Here are some common Annual General Meeting Formats of listed companies:

Draft Outcome for Notice of AGM for Listed Companies

Date: 04.09.2024

To,

The Manager,

Listing Department,

The National Stock Exchange of India Limited,

Exchange Plaza, 5th Floor, Plot No. C/1

G-Block Bandra Kurla Complex, Bandra (E)

Mumbai 400051 Maharashtra, India

Symbol – ISIN-

Sub: Outcome of Meeting of the Board of Directors of the Company

Dear Sir/Madam

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, this is to inform you that the meeting of the Board of Directors of Listed Company Limited to be held on Monday, 04th September 2024, commenced at 04.30 P.M. and concluded at 5.30 P.M. has inter-alia considered and approved the following business:

1. The Board Report along with Annexures to the report thereon the financial year ended 31st March 2023.

2. The Draft Notice for calling the 13th Annual General Meeting of the Members of the Company.

3. Appointed M/s. M Associates as the Scrutinizer for conducting the e-voting process in true and fair manner at the 13th Annual General Meeting of the Company.

4. Approved the Cut-off date of Friday, 22nd September 2024 for the purpose of E-voting for the AGM.

5. Approved the Book Closure Dates from Saturday, 23rd September 2024 to Friday, 29th September 2024 for the 13th Annual General Meeting.

Kindly take the same on your record and acknowledge.

Thanking You

Yours Faithfully,

For LISTED COMPANY LIMITED

Company Secretary & Compliance Officer

PRE- NOTICE ADVERTISEMENT IN NEWSPAPER FORMAT

Notice is hereby given that the 13^th Annual  General Meeting (“AGM”) of members of Listed Company Limited (“the Company”) will be held on Friday, 29^th day of September, 2024 at 04:00 P.M. (IST) through Video Conferencing (‘VC’) or Other Audio-Visual Means (‘OAVM’) facility, in compliance with the applicable provision of the Companies Act, 2013 and Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with General Circular Nos.14/2020, 17/2020, 20/2020,02/2021, 21/2021, 2/2022 and 10/2022

dated April 08, 2020, April 13, 2020, May 05, 2020, January 13, 2021, December 14, 2021, May 05, 2022, and December 28, 2022, respectively, issued by the Ministry of Corporate Affairs (“MCA Circulars”) and Circular Nos. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12 May 2020, SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated 15 January 2021, SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated 13 May 2022 and Circular No. SEBI/HO/ CFD/PoD-2/P/CIR/2024/4 dated January 5, 2024, issued by the Securities Exchange Board of India (“SEBI Circulars”) without the physical presence of the Members at a common venue.

The Notice of the 13^th AGM, and the integrated Annual Report for the Financial Year 2022-23 including the Financial Statements for the financial year ended on 31^st March 2024 (“Annual Report”) will be sent only by e-mail to all those Members, whose e-mail addresses are registered with the Company/Depository Participant(s) in accordance with MCA Circular(s) and SEBI Circular.

Members can join and participate in the 13^th AGM through the VC/OAVM facility only. The instructions for joining the 13^th AGM and the manner of participation in the remote e-voting or casting vote through the e-voting system during the 13^th AGM are provided in the Notice of the 13^th AGM. Members participating through the VC/OAVM facility shall be counted for the purpose of reckoning the quorum under section 103 of the Companies Act, 2013. The Notice of the 13^th AGM and the Annual Report will also be made available on the website of the Company www.icl.co and the website of the National Stock Exchange of India Limited www.nseindia.com.

The members are requested to register their e-mail address, in respect of demat holdings with their respective Depository participants by following the procedure prescribed by the depository participant. Members who have not registered their email address can cast their vote through remote e-voting or through the e-voting system during the meeting by following the procedure described in the Notice of 13^th AGM.

In case of any queries, members may refer to the Frequently Asked Questions (“FAQ”) and e-voting manual available at www.evotingindia.com, under the help section or write an e-mail to [email protected].

For Listed Company Limited

Sd/-

Company Secretary and Compliance Officer             

POST- NOTICE ADVERTISEMENT IN NEWSPAPER FORMAT      

NOTICE OF 13^TH ANNUAL GENERAL MEETING AND REMOTE E-VOTING INFORMATION

Notice is hereby given that the 13^th Annual General Meeting (“AGM”) of members of LISTED COMPANY LIMITED (“the Company”) will be held on Friday, 29^th September, 2024 at 04:00 P.M. (IST) through Video Conferencing (‘VC’) or Other Audio-Visual Means (‘OAVM’) facility, to transact the ordinary business as set out in the notice of 12^th AGM, in compliance with the applicable provision of the Companies Act, 2013 and Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with General Circular Nos.14/2020, 17/2020, 20/2020,02/2021, 21/2021 and 2/2022

dated April 08, 2020, April 13, 2020, May 05, 2020, January 13, 2021, December 14,2021 and May 05,2022 respectively, issued by the Ministry of Corporate Affairs (“MCA Circulars”) and Circular Nos. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12 May 2020, SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 and SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 issued by the Securities Exchange Board of India (“SEBI Circulars”) without the physical presence of the Members at a common venue.

The electronic copies of the Notice of the 13^th AGM, Annual Report for the financial year 2022-23 including the Audited Financial Statement for the financial year ended on 31^st March, 2024 have been sent to all members whose E-mail IDs are registered with the Company/Depository Participant(s). The dispatch of Notice of the AGM and the Annual Report for FY 2022-23 has been completed on 07^th September, 2024. The above documents are also available on the Company’s website i.e. www.icl.co, the website of the National Stock Exchange of India Limited i.e. www.nseindia.com and at website of CDSL at www.evotingindia.com The requirements of sending physical copy of the Notice of 13^th  AGM and Annual Report to the Members have been dispensed with vide MCA Circular(s) and SEBI Circular mentioned above.

Members holding shares as on the cut-off date i.e. Friday, 22^nd September, 2024 may cast their vote electronically on the Ordinary Business and Special Business, as set out in the notice of 13^th AGM through e-voting system (“remote e-voting”) of the Central Depository Service (India) Limited (“CDSL”). All the members are informed that:

1. the remote e-voting shall commence on the Tuesday, September 26, 2024 at 09:00 A.M. (IST) and ends on Thursday, September 28, 2024 at 05:00 P.M (IST) The remote e-voting shall not be allowed beyond the said date and time.
2. any person who becomes Member of the Company after dispatch of the notice of 13^th AGM by email and holding shares as on cut-off date may be obtain login ID and password by sending a request at www.evotingindia.com . However, if already registered with CDSL for remote e-voting then existing user id and password can be used for casting vote.
3.  Members may note that:
4. the e-voting shall be disabled by CDSL after the aforesaid date and time for voting. Once the vote on the resolution is cast by Member, Member shall not be entitled to cast their vote again through e-voting System during the AGM.
5. the Members who have cast their vote by remote e-voting prior to the AGM may also participate in the AGM through VC/OAVM facility but shall not be entitled to cast their vote again through e-voting System during the AGM.
6. the member’s participating in the 13^th AGM and who had not cast their vote by remote e-voting shall be entitled to cast their vote through  e-voting system during the 13^th AGM.
7. the person whose name is recorded in the Register of Members or the Register of beneficial owner maintained by the depositories as on cut-off date only shall be entitled to avail the facility of remote e-voting, participating in the 13^th  AGM through VC/OAVM facility and e-voting during the 13^th  AGM, and
8. since AGM will be held through VC there would be no requirement of appointing proxy in accordance with the MCA circulars accordingly appointment of proxies by the member will not be applicable

In case of any queries/grievances, members may refer the Frequently Asked Questions (“FAQ”) for shareholders and e-voting user manual for shareholders available at the download section of www.evotingindia.com or write an email to [email protected] or contact Mrs. Annu Sharma Khandelwal, LISTED COMPANY LIMITED, 301-306, Prakash Deep Complex, Near Mayank Trade Centre, Station Road, Jaipur, Rajasthan – 302006 IN, Contact: 0141-2361794, E-mail: [email protected].

Pursuant to Section 91 of the Companies Act, 2013 and the applicable rules thereunder and Regulation 42 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Register of Members and Share Transfer Books of the Company will remain closed from Saturday, 23^rdSeptember, 2024 to Friday, 29^th September, 2024 (both days inclusive).

For LISTED COMPANY LIMITED

ANNUAL GENERAL MEETING FORMAT FOR NEWSPAPER INTIMATION

Subject – Intimation under Regulation 30 of SEBI (LODR) Regulations, 2015

Pursuant to Regulation 30, 47 and other applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby enclose the copies of the Newspaper Advertisement published dated 06.01.2023 in Financial Express (English) and Business Remedies (Hindi), regarding the completion of dispatch of notice EGM of the Company to be held on 31.01.2023 at 02:00 PM IST through Video Conferencing / Other Audio Visual Means, and remote e-voting facility provided to the shareholders in compliance with section 108 of the Companies Act, 2013 read with Rule 20 of Companies (Management and Administration) Rules, 2014, as amended and Regulation 44 of the Listing Regulations. Kindly take the information on record and disseminate the same on the official website of the exchange for the information of all members of the exchange and investors.

Conclusion

In the age of digital transformation, the traditional AGM is evolving into a more accessible, cost-effective, and engaging experience through video conferencing. As organizations recognize the benefits of this shift, they are not only meeting the demands of the present but also positioning themselves for success in the future. It’s time to unlock the full potential of AGMs by harnessing the power of video conferencing, creating a win-win situation for both businesses and their stakeholders.

By making AGMs more accessible and interactive, organizations are not just conducting meetings; they are building stronger, more connected communities that drive innovation and success. So, are you ready to embrace the future of AGMs through video conferencing? The answer could very well determine your organization’s place in the evolving landscape of business and communication.