AGM Due Date FY 2025-26 and the GNL-1 Extension Route

Who must hold an AGM, and the first-AGM trap

• Every company — private and public — must hold an AGM each year, except a One Person Company, which is statutorily exempt.
• First AGM: within 9 months of the close of the company’s first financial year. Section 96’s extension proviso explicitly excludes the first AGM, so this deadline is absolute — no GNL-1 relief is available for it.
• Subsequent AGMs: within 6 months of each financial-year close, and never more than 15 months apart from the previous AGM — both conditions apply together.
• For a company closing its books on 31 March, the 6-month rule lands the AGM due date on 30 September.
• Section 8 (non-profit) companies still follow the same 6-month/9-month timing under section 96 — they only get shorter notice periods for the meeting itself.

What it costs — GNL-1 fee and the section 99 penalty

GNL-1’s normal filing fee follows the standard authorised-capital slab, and it is non-refundable whether the ROC approves or rejects the extension:

Miss the (extended) deadline without relief and section 99 applies directly — no additional-fee ladder softens it. It is a fine, not a departmental penalty: up to ₹1,00,000 on the company and every officer in default, plus ₹5,000 for every day the default continues. This provision was not touched by the 2019/2020 decriminalisation rounds that converted many other defaults into self-assessed penalties — a section 96/97/98 default still goes through prosecution.

How to file GNL-1 for an AGM extension on MCA V3

• Identify the risk early — well before the section 96 due date, assess whether the AGM can actually be held on time.
• Convene a Board Meeting and pass a resolution noting the special reason, approving the GNL-1 application, specifying the extension sought (up to 3 months), and authorising a director or Company Secretary to sign.
• Prepare the application on company letterhead with the supporting evidence for the ground claimed — auditor correspondence, a calamity notification, CIRP/liquidation status, or similar.
• Log in to MCA V3 as a Business User, open the GNL-1 web-form, and select the AGM-extension purpose.
• Attach the Board Resolution, the application letter and the evidence pack, then generate the SRN.
• Download the pre-filled PDF, affix the authorised signatory’s DSC, and re-upload it within 15 days of the SRN.
• Pay the slab fee and wait for ROC disposal — there is no fixed statutory turnaround, so file with enough runway before the due date.

If the AGM is missed without an extension

A default under section 96 exposes the company and every officer in default to the section 99 fine described above. Separately, any member of the company — not the company itself — can apply to the NCLT under section 97 to have the AGM called; the Tribunal can then direct how and when it is held, including that one member present in person or by proxy is enough for a valid meeting. GNL-1 and section 97 solve different problems: GNL-1 is pre-emptive relief filed before default, an NCLT application is a remedy members reach for only after a default has already happened.

Knock-on effect on AOC-4 and MGT-7

When the AGM is genuinely held on an ROC-extended date, the AOC-4 and MGT-7 clocks — 30 days and 60 days respectively — run from that actual date, not from the original unextended due date. Filing either form late still triggers the ₹100-per-day fee with no cap, so an approved extension is worth confirming on the portal before you set your AOC-4/MGT-7 filing plan.

No general circular has extended the section 96 AGM deadline itself for FY 2025-26 — MCA’s 2025 circulars on VC/OAVM meetings and additional-fee relief both say explicitly that they do not touch the statutory AGM date. Treat any social-media claim of a blanket AGM extension as false unless it names a specific MCA circular.