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Holding the annual meeting of LLC participants

Holding the annual meeting of LLC participants

LEGAL DIGEST, NEWS \ 26.01.2022

Acsour reminds you of the need to hold a general meeting of participants of the Limited liability company in 2022.

According to the requirements of Federal Law No. 14-FZ dated February 8, 1998, from March 1 to April 30, 2022, it is necessary to hold the next general meeting of participants in a Limited Liability Company (LLC).

The notification of the holding of such a meeting must be sent to the participants not later than 30 days before its holding. All decisions of the LLC participants in the framework of voting in person and the list of those present at their adoption must be notarized. However, other ways of confirming participation are also possible, if such methods are fixed in the Charter.

The main issue that is decided at the meeting is the approval of the annual results of the LLC (annual report and annual balance sheet report). In addition, the director has the right to include in the agenda other issues related to the competence of the general meeting of participants in the LLC, for example:

  • election of the commission of audit, if its formation is provided for by the charter of the Company or is mandatory by law;
  • election of the board of directors;
  • approval of the auditor, if required by law;
  • approval of major transactions;
  • distribution of net profit, etc.

In addition, participants of the LLC can propose additional issues on the agenda; to do this, they have to send such proposals to the LLC 15 days before the meeting.

For illegal refusal to convene or evasion from convening a general meeting of LLC participants, as well as for violation of the requirements of the legislation for the procedure for preparing and holding such a meeting, administrative liability is provided for under article 15.23.1 of the Administrative Code of the Russian Federation:

  • for officers – a fine of 20,000 – 30,000 rubles;
  • for legal entities – a fine of 500,000 – 700,000 rubles.

In the matters of the preparing, holding and documentation of the general meeting of LLC participants, please contact Acsour’s Legal Department.