There are several types of meetings. Most are called ordinary or regular meetings. Some are special meetings. Sometime the term extraordinary meeting is used. Then there are Annual General Meetings and Special General Meetings.
Ordinary Meeting or Regular Meeting
Most meetings are ordinary or regular meetings. These are meetings which are held usually on a regular basis and conduct business for which no special notice needs to be given (according to the organisation’s rules or constitution). The monthly meeting of a sports club or a parents’ group is are examples of regular meetings.
Special or extraordinary Meetings
A special meeting (sometimes called an extraordinary meeting) can have two meanings. The first meaning is simply a meeting that is outside the regular timetable. This meaning tends to be simply a colloquial term that is used for something out of the ordinary.
It is usually called to discuss something important or unusual. This type of meeting usually requires no special notice but it is good governance to advise everyone who is eligible to attend, that the meeting is being held, and the purpose for it being held outside of the normal timetable – that is the topic of discussion.
The second type of special meeting is one that is defined in your organisation’s rules or constitution and has special requirements. These requirements may be length of notice for the meeting, it may be a special quorum (the number of people required for the meeting to transact business) or there may be other requirements written into your rules or constitution.
A special meeting may also have special voting requirements – for instance it may allow proxy votes.
The Annual General Meeting
This is the meeting which most organisation have once each year and the retirements are usually found in the rules or constitution, and also often in the legislation under which the organisation is constituted.
An Annual General Meeting (usually referred to as an AGM) will often have the reports of the major office bearers, consideration of the annual financial report, election of officers, adopting the budget for the next 12 months (which should include the membership fee if there is one) and also changes to the constitution.
AGM’s have special requirements in terms of the period of time for which notice of the meeting has to be given and often also, the nature on information that must be provided in advance – financial reports for instance.
The word “general” in the AGM means that anybody who is a member of the organisation is entitled to attend and vote in most cases.
The Special General Meeting
The Special General Meeting (SGM) is sometimes called an Extraordinary General Meeting (EGM). This meeting has exactly the same powers as an AGM and must meet all the same requirements such as a minimum period for notice of meeting.
Special General Meetings must have a specific purpose. The most common is to consider changes to the constitution. Another is consideration of the budget for larger organisations.
Rule of Thumb to Maintain Good Governance?
The rule of thumb is to know your constitution or rules. These should clearly describe when a special meeting can and should be held and the rules under which it must be held.
Please Note: The author accepts no responsibility for anything which occurs directly or indirectly as a result of using any of the suggestions or procedures detailed in this blog. All suggestions and procedures are provided in good faith as general guidelines only and should be used in conjunction with relevant legislation, constitutions, rules, laws, by-laws, and with reasonable judgement.
Do you have to table minutes of an ordinary meeting at a special meeting?
Thanks
I am new to taking minutes. I have done three so far. Last night we did not have many people there, so it was announced it would be an “informational meeting”. I am not sure how to do the minutes.
I sometimes wonder what an urgent meeting will be categorize as.
Is it correct that anyone can attend an ordinary meeting but can not participate. They may ask permission to speak if they wish.
If the members want a general meeting to continue after it has been called to a close, can it continue with the same people present?
In case of Co-op. Hsg. Society,
All Members can attend or only committee members will attend & discuss the agenda.
Following an EGM does this have to be minuted and referred to at the AGM of the year raised?
If a moderator will not call a special meeting for urgent business, how can the member go around the moderator and call a special meeting
Excellent blog you have here but I was curious if you knew of any forums that
cover the same topics discussed in this article?
I’d really love to be a part of community where I can get advice from
other experienced people that share the same interest. If you have any suggestions, please let me know.
Thanks!
Where are you based?
Can a decision passed at an AGM be discussed and changed at an EGM?
Yes.
An EGM has he same status as an AGM
where at leastt 5% of members of a membership nonprofit call for a special meeting by written signed demand describing the purpose or purposes for holding the meeting, what control exists to allow some purposes and not others ?
You can only discuss the issue for which the meeting was called and given notice.
Could you tell me please if AGM Minutes should be kept in the same Minute Book as an Ordinary Meeting or should they be kept separate?
Our golf clum AGM is this monday coming, 28/11/16, i feel we need to amend our constitution because our membership has dwindled from 350+ 20 yrs ago to less than 90 today. The issue is the emolluments to committee members for work carried out are no longer reflective to our income and membership. Can anybody help please?
You need to firstly see if you have support in principle for what you propose. If you don’t, just enjoy your golf. If you do, then get some other smart people to work on re-wording the relevant parts of your constitution, go through the defined process to amend the constitution and put it to the vote at the next AGM (Annual General Meeting) or have SGM (Special General Meeting) to do it.
Can you provide an example of a Special Generaal Meeting?
Thank u. Excellent blog BTW.
I have received a question from Liza:
Can you provide an example of a Special General Meeting?
A Special General Meeting has the same status as an Annual General Meeting. The key is the word “General” which essentially means that it is a meeting of all members or constituents. The Annual General Meeting (AGM) is obviously held annually. A Special General Meeting (SGM) is held using exactly the same processes and notice requirements as an AGM, but is held between AGM’s. Technically, there is no limit to the number of SGM’s there can be (unless the rules of your organisation dictate it – I’ve never seen that by the way).
The reason an SGM would be held could be any of the following:
To consider changes to the constitution or rules;
To consider a special resolution – such as granting a life membership, expelling a member, approving a special budget item etc;
To receive an auditor’s report or a report or submission from another person or body or organisation.
Usually and SGM is to consider rule changes but not always.
An SGM is often also called an EGM – Extraordinary General Meeting. Nothing is different except for the name.
When holding an AGM and an ordinary monthly meeting on the same day, which one comes first?
Can you have multiple items on the agenda for a special general meeting?
What are the procedure to be followed for a ordinary meeting to be valid as a office manager
Can you be more specific in your question?
Can a Special General Meeting be called to remove a newly elected Board who have not held their first official board meeting.
In a special called Business Meeting can you only address business for which the meeting was originally called?
Can absentee members vote (postal/proxy) at Annual/Special General meetings?
I have a dilemma. At an ordinary meeting a motion was moved for the change signee’s for our bank account. Are we required to call an SGM to noterise this or could a quorum of trustees handle this? – there isn’t anything in the Trust Deed regarding situations like this. I must add that there was also a change of Treasurer and due to a resignation a new Trustee was added (that Trustee was the Treasurer).
Our Strata manager has stated that the owners who wish to call a Special General Meeting must pay for its costs ie room hire, Minutes secretary etc. This is even though the issues identified are of important general interest and a number of Motions have been put forward by owners to vote on
Is this reasonable or legal?
How much notice would we (a voluntary organisation) need to give our members of an extraordinary meeting to be held to stand down two executives who have not been fulfilling their positions?
21 days would be the usual; time for notice of an extraordinary meeting but check your constitution and any relevant legislation.
Hello, I am preparing the Agenda for an upcoming EGM. As we held our AGM a couple of months ago, do we need to accept the minutes of that at this EGM, or does the EGM only deal with the special business for which it has been called? I am also concerned that once the agenda has been sent to the members we may not be able to add to it. Thankyou very much
Hello Celia.
The EGM should deal with the minutes of the last General Meeting which was your AGM.
Hello David. I am wondering with Corona Virus affecting so many of us, and clubs etc who have meetings where people physically must attend, and also AGM’s. Is it absolutely necessary AGM’s must be held if the rules say, there will be an AGM held, annually…..etc Would a document signed off by the President be suffice to describe why there is no meeting being held, and any other things that may need noted, like payments can be made for expenses by the Treasurer.
Thanks for your question Elaine.
I have to emphasis at the outset that I am not a lawyer. This is not a legal answer – it’s a common sense answer. Sadly the law and common sense do not always agree with each other.
Firstly, technically if your rules say there needs to be an AGM, then yes you should have one. But these times are challenging everyone and everything and so I think that the reality is that common sense will win out. If you simply cannot convene an AGM because of a pandemic, what can anyone really do?
Having said that, there are two things that need to be addressed in my opinion. The first is ask yourself the question – “If the AGM were not held, who would be aggrieved, penalised, suffer etc.” If the answer was that no-one would be disadvantaged, then I think common sense absolutely wins. Delay the AGM until it is wise to hold it.
The second question is to investigate if there is another way that the Rules can be met. For instance, can you hold the AGM by Zoom od Skype, or phone. The issue here is that everyone needs to be able access the meeting. Zoom, for instance, will allow people, free of charge to participate in a meeting on a computer, iPad or phone. If that were possible, then I would suggest you go ahead and organise that.
Your specific question about whether a document signed by the President would suffice is tricky. I think a document signed by the members of the management committee or equivalent would demonstrate good faith as long as that group did not make any major decisions other than the essential approving of payments that the AGM would have done anyway.
I hope that is helpful.
A SGM was held (in June) to add to the organization’s bylaws.
The bylaws added were accepted/passed by those in attendance (there was a quorum).
Should those changes have been brought forward to the AGM, noting they were accepted/passed at the SGM?