Q.What is the ordinary business transacted at an Annual General Meeting?

Every AGM has a fixed core agenda that the Companies Act, 2013 itself labels 'ordinary business,' distinguishing it from any other matter that may additionally be discussed. …

The Companies Act, 2013 itself identifies certain items as the standing, recurring ordinary business of every Annual General Meeting — business so routine that the notice does not need to carry an explanatory statement for it under Section 102. The ordinary business of an AGM consists of:

1. Consideration of the financial statements of the company, along with the reports of the Board of Directors and the auditors, for the financial year concerned.
2. Declaration of dividend, if the Board has recommended one, on the recommendation of the Board.
3. Appointment of directors in place of those retiring by rotation (a fixed portion of directors must retire and offer themselves for reappointment at each AGM, under the Act's rotation rules).
4. Appointment, and fixing of the remuneration, of the auditor (or ratification of an auditor already appointed for a term, where applicable). …

A common mistake is to call every item discussed at an AGM 'ordinary business' — only the four specific items the Act names qualify; anything else, even if routine- …