# Section 121 — Report on AGM (Listed Public Companies)
## Applicability — Narrow Scope
Only listed public companies are required to prepare a Section 121 AGM report. Private companies, unlisted public companies, OPCs, and Section 8 (if unlisted) are not covered.
## What the Report Must Confirm
It must confirm that the AGM was convened, held and conducted as per:
- The Companies Act, 2013, AND
- Rules made thereunder.
## Filing Requirements
| Particular | Detail |
|---|---|
| Form | MGT-15 |
| Filed with | Registrar of Companies |
| Time limit | Within 30 days of conclusion of AGM |
| Fee | Prescribed |
## Rule 31 — Manner of Preparation
(a) Report is in addition to the minutes of the general meeting (not a substitute).
(b) Signed and dated by Chairman of the meeting; if unable, by any two directors of which one shall be the Managing Director (if any) and the Company Secretary.
(c) Contents to include:
- (i) Day, date, hour, venue
- (ii) Confirmation of appointment of Chairman
- (iii) Number of members attending
- (iv) Confirmation of quorum
- (v) Compliance with Act, Rules and Secretarial Standards (SS-2) for calling/convening/conducting
- (vi) Business transacted + result
- (vii) Adjournment / postponement / change of venue particulars
- (viii) Any other relevant points
(d) Must contain a fair and correct summary of proceedings.
## Penalty for Default (Civil Penalty — not Fine)
| On | Initial | Continuing | Cap |
|---|---|---|---|
| Company | ₹1,00,000 | ₹500/day | ₹5,00,000 |
| Every officer in default | ₹25,000 (min) | ₹500/day | ₹1,00,000 |
> Important: This is a penalty (adjudicated), not a fine — distinguishing it from Section 99.