General meeting
This term refers to the law of the country selected below.
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What is a general meeting?
The general meeting is a mandatory corporate body of a joint-stock company. It is the forum at which shareholders exercise their corporate rights, in particular by participating in the adoption of resolutions and – subject to KSH – exercising information rights. As a rule, resolutions of the general meeting are adopted by an absolute majority of votes, unless KSH or the articles of association require a different majority or additional conditions. The annual general meeting should be held within six months after the end of each financial year. Its mandatory agenda includes consideration and approval of the management board’s report on the company’s activities and the financial statements, adoption of a resolution on distribution of profit or coverage of loss, and discharge of members of the company’s governing bodies from the performance of their duties. Under KSH, appointment of an audit firm is not a mandatory item on the agenda of every annual general meeting. Under the Polish Accounting Act, the audit firm is selected by the body approving the financial statements unless the law, articles of association or agreement assign that competence to another body; therefore, in a particular company the competence may lie with the general meeting or another corporate body.
Legal basis: in particular Articles 393–395, 414 and 428 KSH; as regards selection of the audit firm – Article 66(4) of the Polish Accounting Act.
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