How Boards Can Rethink the Annual Agenda

Nicholas J Price
5 min read
Annual board meetings take on various types and shapes. One thing that's common for all corporations and organizations that hold annual meetings is that they're usually well-attended, which means it's typically easy to gain a quorum. The annual general meeting is sometimes referred to as the AGM. Annual meetings may be formal or informal in nature.

Public companies are required to hold an annual general meeting of the shareholders. In 2007, the Securities and Exchange Commission (SEC) voted that all public companies must now make their annual general meeting materials available online. Notice of annual meetings must be provided in writing and meetings are subject to various state laws regarding the minimum required notice. Private companies, nonprofits and other types of organizations may be required to hold annual general meetings by state law or by their charters.

Annual General Meetings Are Different Than Other Types of Meetings

The purpose of the annual general meeting is to tie up loose ends from the preceding year and prepare for the coming year.

Generally, boards will have their annual elections for board directors and officers at the annual meeting. Boards of public companies provide biographies and resumes of nominees for shareholder review.

The annual meeting is also a good time to address changes to the bylaws. Bylaw changes usually require prior notice and a two-thirds vote for approval. Since annual meetings are usually well-attended, they provide a good opportunity to get a quorum and strong votes.

The rest of the annual general meeting is a general overview of the company for the board, shareholders and other stakeholders. The board usually distributes copies of the company's accounts and reviews the financial picture for the past fiscal year. The annual general meeting also provides an opportunity for individuals to ask the board questions about the direction of the company's future.

Reviewing Board Agenda Samples and Board Agenda Templates

Well-established companies may think they've gotten their annual meetings perfected; however, there's always something to be learned from other corporations.

The annual meeting is a good time to get back to basics and review the board agenda and the agenda process. Prior to the annual general meeting, the corporate secretary may want to gather some board agenda samples from other corporations, including examples from the same and different industries.

The 2007 SEC regulation to have annual board meeting materials posted online will make this task quite easy. Having a sample of company annual agendas to compare against and review will give boards an indication of whether their current agenda process is adequate or whether it's in need of a bit of tweaking.

Another thing that helps boards plan their annual general meetings is to review various board agenda templates for various companies and industries. Different board agenda templates may inspire some new ideas about how to format and organize content for the annual agenda.

Rethink the Annual General Meeting Agenda With Board Agenda Software

When researching various methods for board agendas and agenda templates, most companies are now using board agenda software solutions. Diligent Corporation provides an entire ecosystem of electronic board governance tools for corporations called Governance Cloud. Using Diligent's board agenda software system, corporate secretaries can build board books in five minutes or less.

Diligent Boards offers unlimited storage for documents. This software was built with the needs of boards in mind, which is why there are no limits on file sizes and no limit to the number of board books a company can create.

This board agenda software program allows boards to upload files of any type, including all Microsoft products, such as Word, PowerPoint, Excel and Publisher. The program automatically reformats documents to the pdf format when the corporate secretary publishes the board book.

The significance of the annual general meeting requires boards to have control over the agenda. Diligent Boards gives corporate secretaries granular control over who can see various sections of information. The board can also set parameters so that they have tight control over distribution of the board book.

Diligent Boards features a program whereby the board agenda automatically goes through the required rounds of approval. Board directors can tell at a glance which approvals have been made on various parts of the board book.

Corporate secretaries also have the capability to allow or disallow printing. Those who are approved to print board books can print a specific page range, a specific tab or print the entire board book.

Board administrators can even set up annual agendas to alert them when a new document gets uploaded or the approval status changes.

With Diligent Boards, corporate secretaries can make last-minute changes, even on the day of the meeting. They can mark the board book as revised and add notes telling the annual general meeting participants what changed.

Tips for Smoother Planning for an Annual General Agenda and Meeting

The annual general meeting is considered a special meeting and boards should prepare for it with that thought in mind. Boards should organize the time and place of the meeting well in advance. Of course, they'll need to post proper notice, if required.

The board should also provide the board agenda and previous meetings' minutes before the meeting starts. The agenda should state the purpose of the meeting and outline its objectives. This is a simple concept, but an important one ' start and end the meeting on time. It's the courteous thing to do.

Be sure you have all the documentation and any necessary office equipment in place and ready to go to ensure a smooth meeting process. Make it a practice to follow the agenda exactly and encourage only relevant discussion.

Food is always a good way to bring people together and encourage attendance, so it's perfectly okay to serve light refreshments before, during or after the meeting.

Any process for the annual agenda will work, but a board management software solution will help board directors more easily find information, which they can use for better decision-making.