Annual General Meeting vs Extraordinary General Meeting

Annual General Meeting A company shall in each year hold an annual general meeting of the company in addition to any other meetings in that year. Annual General Meetings are to be held each year by every company and the meeting is to be held not more than 15 months between the dates of an earlier general meeting. Where a company hold its first annual general meeting within 18 months of its incorporation, it need not hold an Annual General Meeting in the year of its incorporation or in the following year.

Extraordinary General Meeting An extraordinary general meeting of a private company may be requisitioned in accordance with section 299 and an extraordinary general meeting of a public company may be requisitioned in accordance with section 324.

Under section 299, the persons identified to convene an extraordinary general meeting were the directors and where the directors in Ghana are not to form a quorum, a director may convene a meeting. Extraordinary general meetings may be convened by the directors whenever they think fit. The section provides that the directors of a private company, despite a provision in its Constitution, shall duly convene an extraordinary general meeting of the company on the requisition of two or more members of the company or a single member holding not less one- tenth of the shares of the company or in the case of a company limited by guarantee, one-tenth of the total voting rights of the members of the company.

Per section 324 of Act 992, the directors of a public company, despite anything in its constitution, shall, on the requisition of members of the company holding not less one-twentieth of the shares of the company or in the case of a company limited by guarantee, members of the company representing not less than one-twentieth of the total voting rights of all the members of the company, forthwith proceed duly to convene an extraordinary general meeting of the company. (5 marks)