AGM minutes: example, format and template
What the minutes of an annual general meeting record, how to minute members' votes and elections, how the minutes are approved a year later, with a worked example and a free Word template.
What are AGM minutes?
AGM minutes are the record of an annual general meeting: the yearly meeting at which an organisation's members, rather than its board, hear how the year went and vote on the business the constitution reserves to them. Most charities and clubs hold one, as do public companies; a UK private company only has to if its articles say so. In the US the same meeting is usually called the annual meeting.
The difference from board minutes is who decides. At an AGM it is the members, who may number in the hundreds, and most of whom never see a board paper. So the minutes record numbers more than names, and they have to show that each decision was taken in the way the constitution requires.
What should AGM minutes include?
The template below has a heading for each of these:
- The organisation's name, and the date, time and place, including the video link if members could join remotely
- Who chaired, and who took the minutes
- How many members attended, the officers by name, apologies, and the number of proxies received
- Whether the meeting was quorate, against the number in the constitution
- That notice was given, usually recorded as "taken as read"
- Approval of the last AGM's minutes
- The reports received, such as the chair's and the treasurer's, and the accounts
- Members' questions on the reports, with the answers, a line each
- Each resolution, how it was voted on, and the result
- Each election: who stood, and who was elected to which role
- Any other business, if the constitution allows it
- The time the meeting closed
What the meeting must cover, and how much notice it needs, is set by your constitution, and our agenda guide sets out the usual order of an AGM.
How do you minute votes and elections at an AGM?
Say how each vote was taken. A show of hands or a poll. "Carried on a show of hands" is enough for an uncontroversial resolution, while a poll needs its numbers, proxies included.
Give the numbers when a special majority is needed. A change to a UK company's articles needs a special resolution, passed by at least 75% of the votes cast, and many other constitutions set a similar bar for changing the rules. Record the votes for and against, and any abstentions, so the minutes show the threshold was met.
AGM · Saturday 12 June 2027
Poll count
Special resolution: amend article 12 (trustees’ terms)
Counted by SM and WT
Record elections in full. Name who stood and who was elected to which role, and say whether the election was contested. For a contested one, give each candidate's votes. Where trustees retire by rotation, say who retired and who stood again.
Name members only where it matters. Officers are named, and so, usually, is anyone who proposes or seconds a resolution. Members who ask questions often aren't: "A member asked…" keeps the minute about the answer.
AGM minutes example
The AGM of the charity whose board minutes are our worked example. The members appoint the auditors the board recommended, and pass a special resolution. It is filled into the template below.
Saturday 12 June 2027, 11:00
Main hall, head office, with video · Chair: PA · Minutes by: SM, company secretary
Present: 46 members, including trustees PA, DK, HB, JC, NR and TO · Apologies: 9 · Proxies: 12 received · Quorum: met (20 members needed)
- The notice of 21 May 2027 was taken as read
- The minutes of the AGM of 13 June 2026 were approved as an accurate record and signed by the chair
- Chair's report: 4,800 people advised in 2026, against 4,100 in 2025number
- Treasurer's report and accounts for the year ended 31 December 2026, presented by HB: income £1.18m, spending £1.20m, reserves at four months' running costsnumber
- A member asked why donations fell. The chief executive said two regular donors had moved their support to grants, both renewed for 2027.
- A member asked for the reserves policy to be published. The chair agreed it would go on the website.
- Resolved: that the accounts for the year ended 31 December 2026 be received. Proposed: KD · Seconded: LF · Carried on a show of hands, none againstdecision
- Resolved: that Fenwick Marsh be appointed as auditors for the year ending 31 December 2027, as the trustees recommended. Proposed: GB · Seconded: WT · Carried on a show of hands, 2 againstdecision
- DK, HB and NR retired by rotation, stood again unopposed and were each re-elected as trustees on a show of hands, none againstdecision
- Special resolution: to amend article 12 so that trustees may serve three terms of three years rather than two. On a poll, including proxies: 51 for, 7 against, no abstentions (88%). Passed, 75% being neededdecision
None
Meeting closed at 12:20. To be signed by the chair once approved at the next AGM
The special resolution has its numbers because the minutes have to show the 75% bar was met; the ordinary resolutions only had to be carried. Each member's question takes a line, with its answer.
AGM minutes template
For the annual general meeting of a charity or a members' club. It follows the board order, with reports and elections in place of the regular business; any actions arising pass to the board. Download the Word file, free and with no sign-up, or copy it as text into your own document.
[date], [start time]
[venue or video link] · Chair: [name] · Minutes by: [name]
Present: [number of members, names of officers] · Apologies: [names] · Proxies: [number received] · Quorum: [confirmed / not met]
The notice of the meeting was taken as read.
The minutes of the previous AGM were approved as an accurate record.
Chair's report: [summary of what was reported]
Treasurer's report and accounts for the year ended [date], presented by [name]
Resolved: that the accounts for the year ended [date] be received. Proposed: [name] · Seconded: [name] · Vote: [for / against / abstentions]
[name] elected as [role]. Proposed: [name] · Seconded: [name] · Vote: [for / against / abstentions]
Resolved: that [firm] be reappointed as [auditors / independent examiner]. Proposed: [name] · Seconded: [name] · Vote: [for / against / abstentions]
[item], or "None"
Meeting closed at [time]. Signed: [chair] · [date approved at the next AGM]
Bring it to Sorinai and it fills in each field as the meeting reaches it, in your own Word file. Every answer keeps the transcript quote it came from, so a vote count or a member's question can be checked before the draft goes out. See how template filling works.
How are AGM minutes approved and circulated?
Draft them within a few weeks. The next AGM won't approve them for a year, but the detail of a vote or an answer fades much sooner. Many organisations have the chair check the draft and the board note it at its next meeting.
Send the draft to members. Email it, or put it where members can read it, marked as a draft. Members who weren't there will want the election results and the resolutions long before the next AGM.
Approve them at the next AGM. Members approve the minutes as an accurate record, usually among the first items, and the chair signs them. Under the UK Companies Act, minutes of a general meeting signed by the chair of that meeting or of the next one are evidence of what happened, so either can sign.
Give an extract when someone can't wait. A bank or a regulator may need an election result within weeks. A certified extract, the one resolution copied out and signed by the chair or the secretary, answers that without waiting for the next AGM.
Keep them in the minute book. A UK company must keep the minutes of its general meetings for at least ten years, and most organisations keep AGM minutes permanently.
AGM minutes FAQ
Who takes the minutes at an AGM?
The secretary, or the company secretary in a company. In a small club it is usually the committee's secretary. On any poll, ask a second person to count as well, because the minutes will rely on the numbers.
What is the difference between AGM minutes and board minutes?
Who decided. AGM minutes record decisions of the members, such as electing the board or changing the constitution. Board minutes record the board's own decisions between AGMs. So the AGM receives the accounts the board has approved, and appoints the auditors the board recommends.
Do UK companies have to hold an AGM?
Public companies do, within six months of the end of their financial year. Private companies don't, unless their articles require one, and most take their members' decisions by written resolution instead. Many charities that are companies hold one anyway, because their articles say so.
What happens if an AGM is not quorate?
It can't do its business. Most constitutions say what happens next, usually an adjournment to a set day and time, sometimes with a lower quorum at the adjourned meeting. The minutes still record that the meeting was not quorate, and the date it was adjourned to.