The general meeting in a public limited company

The general meeting is the supreme governing body of the company. The company’s shareholders have the right to attend and vote at the general meeting, either themselves or through a proxy. The chair of the board, the general manager and the chair of the corporate assembly should also be present at the general meeting. Other board members and members of the corporate assembly have the right to attend. These have the right to speak at the general meeting, but not the right to vote.

The shareholders can meet in person or participate at the general meeting by means of electronic devices.

The general meeting must be held within six months after the end of each financial year. This is the annual general meeting. Every other general meeting is called extraordinary general meetings.

The annual general meeting must, among other things, approve the annual accounts, the annual report and distribution of dividend. Other matters are also to be dealt with here, which pursuant to law or according to the articles of association, must be decided by the general meeting.

Extraordinary general meeting

The board, the corporate assembly or the chair of the corporate assembly can summon an extraordinary general meeting, if necessary. The Public Limited Liability Companies Act contains regulations saying that the auditor or a shareholder can demand the summoning of an extraordinary general meeting. The Public Limited Liability Companies Act regulates the way in which an extraordinary general meeting should be carried out, and which proceedings can or must be dealt with in this meeting.

The minutes from the general meeting

The general meeting should always draw up minutes from the meeting. The minutes from the general meeting is an important piece of documentation showing the state of affairs of the company. For that reason, the document must meet certain formal requirements regarding the content and signatures.