Extraordinary General Meeting Notice (UK)
NOTICE OF EXTRAORDINARY GENERAL MEETING
[Company Name]
(Company Number: [Company Number])
Registered Office: [Registered Office Address]
Date of notice: [Notice Date]
NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting of [Company Name] (the "Company") will be held at [Meeting Venue] on [Meeting Date] at [Meeting Time].
The meeting is called for the following purpose: [EGM Purpose]
RESOLUTIONS
[Resolutions Text]
NOTES
1. Any member entitled to attend and vote at this meeting is also entitled to appoint a proxy to attend and vote in their place. A proxy need not be a member of the Company.
2. To be effective, a proxy appointment must be received by the Company not less than 48 hours before the time appointed for the meeting.
3. Any special resolution passed at this meeting must be filed with Companies House within 15 days of being passed.
4. This notice is given in accordance with the Companies Act 2006 and the Company's articles of association.
By order of the Board
[Signatory Name]
[Signatory Title]
For and on behalf of [Company Name]
[Notice Date]
Director / Company Secretary
________________
Signature
What Is a Extraordinary General Meeting Notice (UK)?
An Extraordinary General Meeting Notice in the United Kingdom records a corporate decision and the meeting or written procedure by which the directors or members reached it, and takes its legal force from the Companies Act 2006.
The legal framework governing the Extraordinary General Meeting Notice (UK) in United Kingdom draws on several key statutes and regulatory bodies. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Parties executing a Extraordinary General Meeting Notice (UK) in United Kingdom should confirm the document reflects current law, including any amendments enacted since the original drafting date. The Companies Act 2006 sets the foundational requirements.
When Do You Need a Extraordinary General Meeting Notice (UK)?
An EGM Notice is required whenever a UK company needs to convene a general meeting outside the normal AGM cycle to obtain shareholder approval for a significant decision. Common situations include: removing a director under section 168 of the Companies Act 2006 (which requires special notice and an ordinary resolution); altering the company's articles of association (requires a special resolution under section 21); approving a substantial acquisition or disposal that requires shareholder consent under the articles or a shareholders' agreement; allotting new shares or granting rights over shares in circumstances requiring shareholder authority under section 551; changing the company name (requires a special resolution); re-registering as a different company type; and any matter that is time-sensitive and cannot wait for the next scheduled AGM. Shareholders holding at least 5% of the paid-up share capital carrying voting rights may also requisition an EGM under section 303 of the Companies Act 2006. In that case, the directors must call the meeting within 21 days of the requisition and hold it within 28 days of the calling notice. Many shareholders' agreements contain specific provisions requiring shareholder consent for reserved matters — major decisions that cannot be taken by directors alone. An EGM is the formal mechanism for obtaining that consent urgently.
Parties in United Kingdom should prepare a Extraordinary General Meeting Notice (UK) proactively rather than waiting for a dispute to arise. Courts interpret agreements based on the written terms rather than oral representations. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Where the transaction involves regulated activities, prior approval from the relevant authority may be required before execution.
What to Include in Your Extraordinary General Meeting Notice (UK)
A compliant UK EGM Notice must include: the company name and registered number; the date, time, and place of the meeting; a clear statement that the meeting is called as a general meeting; the full agenda, distinguishing ordinary and special business; the complete text of any special resolutions (those requiring a 75% majority); the required proxy notice informing members of their right to appoint a proxy under section 324 of the Companies Act 2006; and, where applicable, the full text of any special notice required such as for a resolution to remove a director. For a resolution to remove a director under section 168, special notice of 28 days must be given to the company, and the company must give the director concerned an opportunity to make written representations to members. This is a distinct requirement from the general meeting notice. Similarly, resolutions to appoint auditors in place of those not seeking re-election require special notice. The notice must be sent to all members, directors, and auditors in accordance with the articles and the Companies Act 2006. Electronic notice is permitted if members have consented. Keep a certified copy of the notice and evidence of service in the company's statutory records. Any special resolutions passed must be filed with Companies House within 15 days under section 29.
Additional compliance elements for a Extraordinary General Meeting Notice (UK) used in United Kingdom include: Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Forms-legal.com provides this template as a starting point for United Kingdom-compliant documentation.
Cite this page
Reference this free template in an article, syllabus, or research note:
Forms Legal. (2026). Extraordinary General Meeting Notice (UK) (United Kingdom) [Legal document template]. Forms Legal. https://forms-legal.com/uk/business/corporate/uk-extraordinary-general-meeting-notice
"Extraordinary General Meeting Notice (UK) (United Kingdom)." Forms Legal, 2026, https://forms-legal.com/uk/business/corporate/uk-extraordinary-general-meeting-notice.
@misc{formslegal-uk-extraordinary-general-meeting-notice,
author = {{Forms Legal}},
title = {Extraordinary General Meeting Notice (UK) (United Kingdom)},
year = {2026},
howpublished = {\url{https://forms-legal.com/uk/business/corporate/uk-extraordinary-general-meeting-notice}},
note = {Free legal document template. Based on Companies Act 2006}
}
Frequently Asked Questions
An Extraordinary General Meeting is any general meeting of a company that is not the Annual General Meeting. Under the Companies Act 2006, EGMs can be convened to deal with urgent business that cannot wait until the next AGM. Directors may call an EGM at any time under Section 302. Members holding at least 5% of the paid-up voting share capital can requisition an EGM under Section 303, and the directors must call the meeting within 21 days of receiving the requisition, with the meeting to be held within 28 days of the notice. If directors fail to call the meeting, the requisitioning members may call it themselves under Section 305, with reasonable expenses reimbursed by the company. Under United Kingdom law, Companies Act 2006, parties should seek independent legal advice from a qualified lawyer to confirm compliance with all applicable requirements. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. Forms-legal.com provides this template as a starting point for United Kingdom-compliant documentation.
The notice period for an EGM under the Companies Act 2006 depends on the type of resolutions to be proposed. For ordinary resolutions, the minimum notice period is 14 clear days for both private and public companies under Section 307(1). For special resolutions (requiring a 75% majority), the notice period is also 14 clear days, but only if the company has passed a special resolution allowing this shorter period; otherwise, 21 days notice is needed. The term clear days means calendar days excluding the day the notice is given and the day of the meeting. Members may consent to shorter notice for private companies this requires 90% of voting members to agree, while for public companies 95% is needed under Section 307(5)-(6). Under United Kingdom law, Companies Act 2006, parties should seek independent legal advice from a qualified lawyer to confirm compliance with all applicable requirements. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. Forms-legal.com provides this template as a starting point for United Kingdom-compliant documentation.
The business conducted at an EGM must be specified in the notice convening the meeting, and no other business can be transacted unless all members agree otherwise. Common matters dealt with at EGMs include passing special resolutions to amend the articles of association under Section 21, approving significant transactions, authorising share allotments under Section 551, disapplying pre-emption rights under Section 571, removing a director under Section 168, reducing share capital under Sections 641-644, and approving voluntary winding up. Under Section 303, members who requisition an EGM must state the general nature of the business to be dealt with and may include the text of any resolution. Under United Kingdom law, Companies Act 2006, parties should seek independent legal advice from a qualified lawyer to confirm compliance with all applicable requirements. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. Forms-legal.com provides this template as a starting point for United Kingdom-compliant documentation.
A Extraordinary General Meeting Notice (UK) does not legally require a lawyer in United Kingdom, and individuals and businesses may draft and execute the document independently. The Companies Act 2006 does not mandate legal representation for the creation or signing of this type of document. However, seeking independent legal advice from a qualified United Kingdom lawyer is recommended for transactions involving substantial financial value, complex regulatory requirements, or cross-border elements where multiple legal jurisdictions may apply. A lawyer can verify that the document complies with all applicable statutory requirements, identify potential risks specific to the transaction, and confirm that the terms adequately protect the interests of all parties involved. The High Court of Justice has jurisdiction over disputes arising from this type of document, and Companies House may impose additional compliance obligations depending on the nature of the underlying transaction. Professional legal review is particularly advisable where the document will be submitted to government agencies or used as evidence in legal proceedings.
A Extraordinary General Meeting Notice (UK) does not legally require a solicitor in the United Kingdom, though legal advice is recommended for complex transactions. Under UK law, individuals may draft and execute this type of document independently. The Consumer Rights Act 2015 provides consumer protections. However, Companies House, HM Revenue and Customs (HMRC), or other regulatory bodies may have specific requirements. For property transactions, the Land Registry requires qualified conveyancers under the Land Registration Act 2002. The UK GDPR and Data Protection Act 2018 impose obligations on parties handling personal data, and legal review confirms compliance. Where disputes arise, the High Court of Justice, County Court, or Employment Tribunal have jurisdiction. Forms-legal.com provides this template as a starting point — always review with a qualified UK solicitor for significant transactions involving substantial value or regulatory complexity.
This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction and change over time. Consult a qualified attorney for advice specific to your situation.Full disclaimer
Found an error? Let us know