Notice of Shareholders Meeting & Proxy Form

The law and every state requires holding of Annual Shareholders Meeting for any incorporated corporation. The main tasks of such meetings are to appoint directors of the company or transact any other business, which requires shareholders approval. Any resolution that needs shareholders approval is placed before the meeting for voting. If majority shareholders votes in favor of the resolutions at the Annual General Meeting then, it is deemed as accepted and carried forward for its implementation.

These meetings also provides an opportunity and platform for the management to apprise and review progress of the corporation, the financial condition of the business, necessary changes needed by the corporation, appointment of directors and any other relevant important information, which must be conveyed to shareholders. All important decisions are discussed during the shareholders meetings and vote for the important issues related to the future of the company.

Few necessary steps are essential to organize shareholders meetings and they include:

• Fixing, Annual General Meeting and notification dates, which may be recorded in the Bylaws of the company or fixed by the directors each year.
• Setting up the Agenda of the meeting. Such Agenda may include important decisions, such as appointment of directors, approving S Corporation status, Approval of Annual Budget and audited accounts and so on.
• Arrange location for the meeting place.
• Prepare notices to be mailed to the shareholders, directors and other officials about the Annual General Meeting.
• Prepare a list of personnel, who are legally entitled to be notified.
• The notification includes, other than mailing notice of Annual General Meeting, the Proxy card, agenda and important business to be transacted along with brief explanations.
• Secretary or other official must be available to take the minutes of the meeting, which are legally required and same should be tabulated and distributed among the share holders.

It is also to be noted that a Proxy is a written Form, through which a shareholder authorizes another person to vote on his behalf at the shareholders meeting. He/She appoints a proxy in his place.

Section 324 of the Companies Act of 2006 also stipulates that, it is necessary for all companies to allow a Proxy to vote on behalf of another shareholder. The shareholder must appoint the proxy at least 48 hours before and should lodge with the company or as recorded in the Articles.

Below given Notice of Shareholders Meeting & Proxy form will guide you, when you also mail the Notice of Shareholders Meeting. This form can be used for Annual, General and Special Meeting of the shareholders.

     Notice of Shareholders Meeting & Proxy form

        NOTICE OF SHAREHOLDERS MEETING

Notice is hereby given that a Meeting of Shareholders of_________ [Corporation Name] will be held at the Company’s Office on________ [Full Address]_________ [State] on__________ 2010 at _______ a.m. The Agenda is:

(1) To consider the Minutes of the Shareholders Meeting held on    ____________2010.

(2 Elect Directors

(3) Management Update on Business Activities.

(4) Any other business
_____________________________________________________
_____________________________________________________

Secretary__________________________

Notes:

1) A shareholder entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his or her stead. A proxy form is included in this report for your convenience. It must be completed and signed in accordance with the notes on the form.

2) Only shareholders on record on the close of business on [Date]_______ 20_ _ are entitled to receive notice of the Meeting. A list of such shareholders will be available for examination by shareholders at the__________ Central Securities Registry or at the Company’s Office at___________ [Full Address],_______ [State] during usual business hours, and at the Meeting. Certificate of Incorporation of the State of ______  P. O. Box , ___________ [State]

Telephone +__________ Fax +___________

                                    PROXY FORM

The undersigned shareholder of [Name]_______________

CORPORATION LIMITED________________

hereby appoints______________ of______________, or failing him,______________ of________ as the nominee of the undersigned to attend and act for the undersigned at the meeting of shareholders of the said Company to be held on the date ___________ 20_ _ and at any adjournment or adjournments thereof in the same manner, to the same extent and with the same powers as if the undersigned were present at the said meeting or such adjournment or adjournments thereof.

DATED this_________ day of_______________ 20_ _

Name of shareholder____________________________

Signature or Seal of Shareholder (as appropriate)__________________

Notes: 1) A proxy need not be a member.

2) If the shareholder is a body corporate or an association, the proxy must be an individual authorized by a resolution of the Directors or governing body of that corporate body or association, to represent it at the meeting of the
Company.

3) Proxies must be deposited for registration with the___________ Central Securities Registry or the Company’s Secretary NOT LATER THAN ____ p.m.