General meetings (including AGMs)—members’ rights
General meetings (including AGMs)—members’ rights

The following Corporate guidance note provides comprehensive and up to date legal information covering:

  • General meetings (including AGMs)—members’ rights
  • Right to request (or call) a general meeting
  • Members’ power to require circulation of statements
  • Members’ right to requisition resolutions before AGM (public companies)
  • Members’ right to include ‘other matters’ in business of AGM (traded companies)
  • Members' rights to ask questions (traded companies)
  • Information rights (traded companies)
  • Additional rights at quoted company meetings
  • Right to be elected chair
  • Nominated persons (indirect investors)
  • more

This Practice Note summarises the rights members have in relation to general meetings (including annual general meetings (AGMs)). The note examines the members' rights to:

  1. call a general meeting

  2. require the company to circulate a statement relating to a matter to be heard at a general meeting

  3. propose resolutions or a matter to be discussed at the AGM of a public company or a traded company

  4. ask questions at meetings and nominate a person to receive certain information (applicable to traded companies only), and

  5. require audit information to be published on a website ahead of an accounts meeting, and the right to require directors to arrange an independent report on any poll vote taken (applicable to quoted companies only)

Other members’ rights are also covered, including the right to be elected chair, and the rights of indirect investors.

Right to request (or call) a general meeting

In most circumstances, the directors of the company will call a general meeting.

However the members also have the power to require directors to call a general meeting. This right overrides anything to the contrary in the articles of association. The directors are required to call a general meeting once the company has received requests to do so from:

  1. members representing at least 5% of such of the paid-up capital of the company as carries the