How to prepare and conduct the annual general meeting of LLC – 2024

The annual meeting in 2024 may be held in person, remotely or in absentia. In order to decide on the form of meeting that is suitable for society, you can evaluate their pros and cons with their risks. To this end, refer to the following criteria.

Are special provisions needed in the articles of association?

In remote form – yes, they are needed. The articles of association must clearly provide for the possibility of holding annual meetings remotely. This is enshrined in paragraph 2, paragraph 1 of Article 181.2 of the Civil Code.

On a full-time basis – no, they are not needed. Full-time attendance is provided for by law. Clause 1 of Article 37 of the LLC Law.

In case of correspondence – yes, they are needed. The articles of association must expressly provide for the possibility of holding annual meetings in absentia. Clause 3 of Article 38 of the LLC Law.

Are special provisions needed in local acts?

In remote form – no, they are not needed. However, it is recommended to include information about the new rules in the regulations on general meetings.

In person – not necessary, but the LLC has the right to define special rules. Clause 1 of Article 37 of the LLC Law.

In case of correspondence – yes, they are needed. The procedure for holding an annual meeting in absentia must be specified in a local act. Clause 3 of Article 38 of the LLC Law.

Before convening an annual meeting, a number of organizational issues need to be resolved, depending on the form of the meeting. In order not to miss anything, it is recommended to follow the list of questions. If one of the questions is missed or made a mistake, this will affect further steps and give participants the opportunity to challenge the decisions of the meeting due to irregularities in procedure.

What issues shall be resolved before the meeting?

• Determine how to vote.
• Determine the date, time, location of the meeting and agenda
• Decide to hold a meeting
• Choose a method for confirming meeting decisions
• Check that the list of participants is up to date
• Prepare materials on agenda items

These issues are resolved in all forms of meetings.

• Check the charter
• Check the regulations on general meetings

These issues are resolved in addition to face-to-face meetings.

Then you need to determine the time, date, place of the meeting and agenda, and then decide whether to hold the meeting. The last day the LLC can decide to hold a meeting is March 31st.

In the end, the result is to convene and hold a meeting. Depending on the form in which the meeting is held, the order will be different.