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Guides · Running the company

How to run an AGM for your freehold, RMC or RTM company

Whether you need an AGM at all, notice periods, what to put on the agenda, quorum and voting, and the minutes you must keep.

Applies in England and Wales · Checked 1 November 2026 · 6 min read

Do you need an AGM?

Private companies do not have to hold an annual general meeting under the Companies Act 2006, unless their articles say so. Many older freehold and RMC articles still require one, and RTM model articles set out their own rules. Check your articles first.

Even when it is optional, an annual meeting is a good habit: it is where the board explains the accounts, the budget and planned works, and where members can ask questions.

Notice

  • General meetings of a private company need at least 14 clear days’ notice unless the articles require more. Clear days exclude the day the notice is sent and the day of the meeting.
  • Notice must go to every member and director. It can be sent by email or website if members have agreed to electronic communication.
  • The notice should state the date, time, place (or online link) and the general nature of the business, and the full text of any special resolution.

A typical agenda

  1. Apologies and confirmation of quorum.
  2. Minutes of the last meeting.
  3. Directors’ report: the year, repairs, insurance, compliance.
  4. Service charge accounts and company accounts.
  5. Budget and reserve fund for next year.
  6. Election or re-election of directors.
  7. Appointment of the accountant or auditor, if the articles require it.
  8. Any other business (for discussion only, not new resolutions).

Quorum and voting

Quorum and voting rights come from the articles. Many block companies give one vote per flat; others give one vote per share. Ordinary resolutions need a simple majority, special resolutions 75%. Proxies are allowed by law.

Written resolutions instead of a meeting

A private company can pass most resolutions in writing without a meeting. Ordinary written resolutions need a majority of all eligible votes, not just those who reply. You cannot remove a director or an auditor by written resolution.

After the meeting

Keep minutes of every general meeting for at least 10 years, file any special resolution at Companies House within 15 days, and update the register of directors if anyone joined or left.

Questions

Can we hold the AGM online?

Yes if your articles allow it or do not forbid it. Many articles now allow hybrid meetings. Make sure everyone can hear, speak and vote.

How many directors do we need?

At least one for a private company, but check your articles, which often set a minimum of two or three.

Sources

  1. Companies Act 2006, Part 13 (resolutions and meetings)Crown copyright, reused under the Open Government Licence v3.0
  2. Running a limited companyContains public sector information licensed under the Open Government Licence v3.0
  3. The Leasehold Advisory Service (LEASE)Summarised in our own words. Read the original at the source

This guide is general legal information about the law in England and Wales, written by Freeholdpilot. Your lease and articles may say something different, and they usually decide the detail. For advice on your building, speak to a solicitor or ask us to introduce one of our regulated partner firms.