The answer might surprise you!
Let’s say you have an Indian private limited company — but it’s a Wholly Owned Subsidiary (WOS) of a US-based parent. The holding company is in the USA, the nominee shareholder is in New York too, and there’s no shareholder or director physically present in India.
Now comes the Annual General Meeting (AGM) — a mandatory legal compliance under the Companies Act, 2013.
And the big question pops up:
👉 Do we need to fly the shareholders down to India to hold an AGM?
👉 Can we hold the meeting from the US?
👉 Who will initiate the meeting from India if no one’s physically there?
Let’s break it down — and make it super simple.
Thanks to various circulars from the Ministry of Corporate Affairs (MCA) (like 14/2020, 20/2020, 09/2023, and 09/2024), companies in India are allowed to conduct AGMs through Video Conferencing (VC) or Other Audio Visual Means (OAVM) — without anyone having to be physically present in India.
This provision has been extended till 30th September 2025.
Even if the entire meeting happens over Zoom or Google Meet, the legal place of the meeting is still the Registered Office of the Indian Company.
So when drafting the AGM minutes, it will still say:
“Meeting held at: Registered Office, India (via VC/OAVM)”
Let’s face it — India and the US have a big time difference. But no worries!
Just schedule the meeting at a mutually convenient time — say, 6:30 PM IST / 9:00 AM EST.
The Companies Act doesn’t say AGMs must be held during Indian working hours.
Flexibility is allowed as long as proper notices are sent and both shareholders can attend.
You need at least 2 shareholders personally present for a private company’s AGM.
But guess what?
Attending via video conferencing counts as “personally present” under Section 103.
So if both the foreign holding company’s rep and the nominee shareholder attend virtually —
✔️ Quorum is achieved!
If there’s no director or CS in India, the meeting can still be coordinated by the company’s authorized representative — typically:
✔️ The Authorized Signatory of the parent company
✔️ A CS or director attending from abroad via VC
✔️ Support from Indian consultants or legal advisors to ensure compliance
Even if your Indian company is 100% owned by a US entity, you can hold your AGM completely online — and fully legally!
Visit Legal Terminus and connect with us. Let’s simplify compliance — one meeting at a time.
This article is for general informational purposes only. While every effort has been made to ensure accuracy as of the date of publication, we are not responsible for any subsequent changes in law or interpretation. This article does not constitute legal advice, and professional consultation is recommended for specific scenarios.
Regards
CS Shipra Mishra
(B. Com, LL.B, FCS, Insolvency Professional, Registered TM Agent)
