General meetings (including AGMs)

Calling and holding a general meeting

The members of a private company can pass resolutions at general meetings of the company or by way of written resolution.

There are two forms of general meeting under the Companies Act 2014 (Ireland) (CA 2014 (IRL)): an annual general meeting (AGM) and an extraordinary general meeting.

An AGM is a general meeting that certain companies are required to hold each year, the first AGM must be held within eighteen months of the date of incorporation and not more than fifteen months can elapse between the date of one AGM and the next.

A private company limited by shares may opt out of holding a physical AGM provided that all members entitled to attend and vote at the AGM, sign a unanimous written resolution under CA 2014 (IRL), s 193:

1. •

   acknowledging receipt of the financial statements that would have been laid before that meeting

2. •

   resolving all such matters as would have been resolved at that meeting, and

3. •

   confirming no change is proposed in the appointment of the person (if any) who, at the date of the resolution, stands appointed