Annual General Meeting Guidelines for Blocks of Flats

A comprehensive guide to annual general meeting procedures for residents management companies, right to manage companies, and leaseholders in blocks of flats across the UK.

What Is an Annual General Meeting in Property Management?

An annual general meeting is a formal meeting held once a year by a residents management company (RMC) or a right to manage company (RTM) to allow leaseholders and members to review the management of their building, approve accounts, elect directors, and vote on important decisions. In the context of block management, the AGM is the primary mechanism through which annual general meeting residents hold the directors and the managing agent accountable for the services delivered throughout the year.

For a block of flats managed by a residents management company, the annual general meeting provides the opportunity for every leaseholder to understand how their service charges have been spent, to question the directors on their management decisions, and to influence the direction of the building's management for the year ahead. It is the cornerstone of transparent and democratic block management.

At Block, we support residents management companies and right to manage companies with the full preparation, administration, and facilitation of their annual general meeting. From drafting the agenda and distributing notices to chairing the meeting and producing formal minutes, our team ensures your AGM block of flats meeting runs professionally and in compliance with your company's articles of association.

Annual General Meeting Requirements - Legal Framework

The annual general meeting requirements for a residents management company or right to manage company are governed primarily by the Companies Act 2006 and the company's own articles of association. Understanding these legal requirements is essential for directors and leaseholders who want to ensure their AGM is properly constituted and that any decisions made are legally valid.

Under the Companies Act 2006, private limited companies are not automatically required to hold an annual general meeting. However, the articles of association of most RMCs and RTM companies do include a specific requirement to hold an AGM. Where the articles mandate an annual meeting, failure to hold one can leave the directors in breach of their duties and may expose them to challenge by leaseholders. The annual general meeting guidelines within your articles will specify the notice period, quorum, and voting procedures that must be followed.

The company articles typically require at least 14 days clear notice for an AGM, although some articles specify 21 days
Notice must be sent to every member entitled to attend, including any proxy forms
The quorum is usually two members present in person or by proxy, but always check your specific articles
Ordinary resolutions require a simple majority of votes cast, while special resolutions require a 75 percent majority
Directors must present the annual service charge accounts and a report on the management of the building
Members have the right to propose resolutions and to ask questions on any matter related to the company business

Standard Annual General Meeting Agenda

A well-structured agenda is essential for an effective annual general meeting. The annual general meeting guidelines for a residents management company or right to manage company should follow a logical order that allows all necessary business to be conducted within a reasonable timeframe. Below is the standard agenda we prepare and recommend for every AGM block of flats meeting we administer.

1

Welcome and Quorum Confirmation

The chair opens the meeting, confirms the quorum is met, and welcomes all members and attendees.

2

Apologies for Absence

Record the names of any members who have sent apologies and confirm any proxy votes received.

3

Minutes of the Previous AGM

The minutes of the last annual general meeting are reviewed and approved by a show of hands or formal vote.

4

Matters Arising

Any action items or unresolved issues from the previous meeting are reviewed and an update provided.

5

Annual Service Charge Accounts

The managing agent or treasurer presents the certified service charge accounts for the year, including income, expenditure, and any surplus or deficit.

6

Managing Agent Report

The managing agent presents a report on building maintenance, compliance, insurance, and any significant issues during the year.

7

Election of Directors

Directors due to retire by rotation stand for re-election. New director nominations are considered and voted upon.

8

Service Charge Budget Approval

The proposed service charge budget for the coming year is presented, discussed, and approved by the members.

9

Resolutions

Any ordinary or special resolutions proposed by the directors or members are formally discussed and voted upon.

10

Any Other Business

Members raise any additional matters for discussion. The chair sets the expected date for the next annual general meeting.

AGM Notice Periods and Procedures

Proper notice is a fundamental annual general meeting requirement. If the notice is not given correctly, any decisions taken at the meeting may be challenged by leaseholders and potentially overturned. The annual general meeting guidelines for notice periods are set out in the company's articles of association and supplemented by the Companies Act 2006.

For most residents management companies and right to manage companies, the articles require at least 14 clear days' notice of the annual general meeting. Clear days means that neither the day on which the notice is given nor the day of the meeting itself counts towards the 14 days. Some older articles require 21 days' notice. We always recommend allowing additional time beyond the minimum to ensure all members have adequate opportunity to prepare.

Notice must specify the date, time, and location of the annual general meeting
The notice must include the full text of any special resolutions to be proposed
A copy of the annual service charge accounts should be enclosed with the notice
Proxy forms must be included so that members unable to attend can appoint a representative
Notice should be sent by post or email to every member at their registered address
The agenda and any supporting documents should accompany the notice of meeting

At Block, we handle the entire notice process on behalf of our residents management company and right to manage company clients. We prepare the notice pack, distribute it to all members within the required timeframe, collect proxy forms, and maintain a record of delivery to protect the validity of the meeting.

Annual General Meeting Resolutions and Voting

Annual general meeting resolutions are the formal mechanism through which members of a residents management company or right to manage company make decisions about the management of their building. Understanding the different types of resolutions and the agm rules for clubs and management companies is essential for directors and leaseholders alike.

There are two main types of resolution that can be proposed at an annual general meeting. An ordinary resolution requires a simple majority of more than 50 percent of votes cast by members present in person or by proxy. A special resolution requires at least 75 percent of votes cast. Special resolutions are needed for more significant decisions such as changes to the company articles of association, changing the company name, or authorising the directors to enter into major contracts on behalf of the company.

Ordinary Resolutions

  • Approval of the annual service charge accounts
  • Election and re-election of directors
  • Appointment or reappointment of the managing agent
  • Approval of the service charge budget
  • General management decisions for the building

Special Resolutions

  • Amendments to the company articles of association
  • Change of company name
  • Authorisation of major works exceeding a threshold
  • Removal of a director before their term expires
  • Any decision requiring 75 percent majority as specified in the articles

Proxy voting is an important feature of the annual general meeting process. Members who cannot attend in person can appoint another member, the chair, or any other person as their proxy to attend and vote on their behalf. Our service charge management team ensures that proxy forms are distributed with the AGM notice, collected in advance, and properly counted at the meeting.

Our Annual General Meeting Administration Service

Organising a well-run annual general meeting requires careful planning, proper documentation, and an understanding of both company law and block management best practice. At Block, we provide a comprehensive AGM administration service for residents management companies and right to manage companies across the UK.

As your appointed managing agent, we handle every aspect of the AGM process so that directors can focus on the strategic decisions that matter to their building and their leaseholders. Our service covers the full cycle from preparation through to post-meeting follow-up.

    Drafting and distributing the AGM notice, agenda, and proxy forms within the required notice period
    Preparing the annual service charge accounts and management report for presentation
    Arranging a suitable venue or setting up virtual meeting facilities
    Chairing the meeting or providing a professional facilitator to ensure proceedings run smoothly
    Recording accurate minutes of all discussions, votes, and resolutions
    Distributing approved minutes and action points to all members after the meeting
    Filing any special resolutions with Companies House as required by law
    Following up on action items agreed at the AGM and reporting progress to directors

Our AGM service is included as part of our block management packages. We also support buildings managed under freehold management arrangements where the freeholder or a management company is required to hold an annual meeting. Whatever your building's structure, we ensure the annual general meeting is conducted properly, transparently, and in full compliance with your company's articles of association.

Frequently Asked Questions About Annual General Meetings

What should be included in an annual general meeting?

An annual general meeting for a residents management company or right to manage company should include approval of the previous AGM minutes, a review of the annual service charge accounts, a report from the managing agent on building maintenance and compliance, election or re-election of directors, approval of the service charge budget for the coming year, any resolutions proposed by leaseholders, and an open forum for residents to raise questions. The agenda should be circulated in advance with the notice of meeting so that all leaseholders can prepare.

What are the rules for AGM in the UK?

The rules for an annual general meeting in the UK depend on the type of company. For residents management companies and right to manage companies registered at Companies House, the Companies Act 2006 sets out the legal framework. Public companies must hold an AGM within six months of their accounting reference date, but private limited companies are not legally required to hold one unless their articles of association require it. In practice, most RMC and RTM articles do require an annual general meeting, and it is considered best practice for transparent block management. Notice periods, quorum requirements, and voting procedures are governed by the company articles.

Who attends an annual general meeting?

An annual general meeting is open to all members of the residents management company or right to manage company, which typically means all qualifying leaseholders in the building. Directors of the company attend to present the annual report and accounts. The managing agent usually attends to present the property management report, answer questions on maintenance and service charges, and advise on compliance matters. In some cases, external professionals such as accountants, solicitors, or insurance brokers may be invited to present on specific agenda items. Proxy voting allows members who cannot attend in person to have their vote counted.

What is the minimum attendance for AGM?

The minimum attendance required for an annual general meeting to proceed, known as the quorum, is set out in the company articles of association. For most residents management companies and right to manage companies, the quorum is typically two members present in person or by proxy. If the articles are based on the model articles for private companies limited by guarantee, the default quorum is two qualifying persons. If a quorum is not present within the specified time, usually 30 minutes, the meeting is typically adjourned to a later date. It is important to check your specific articles as the quorum requirement can vary.

What is the standard agenda for an AGM?

The standard agenda for an annual general meeting of a residents management company or right to manage company typically follows this order: welcome and confirmation of quorum, apologies for absence, approval of the minutes of the previous AGM, matters arising from the previous minutes, presentation and approval of the annual service charge accounts, appointment or reappointment of the managing agent, election or re-election of directors, approval of the service charge budget for the coming year, consideration of any special or ordinary resolutions, a report on planned maintenance and major works, and any other business raised by members. The chair should ensure each item is properly discussed and any votes are recorded in the minutes.

Is it a legal requirement to have an AGM?

For private limited companies, which includes most residents management companies and right to manage companies, there is no statutory requirement under the Companies Act 2006 to hold an annual general meeting unless the company articles specifically require it. However, the vast majority of RMC and RTM articles of association do include a requirement for an annual general meeting. Even where the articles do not strictly mandate one, holding an AGM is considered essential best practice for transparent block management. It provides leaseholders with the opportunity to review accounts, question the managing agent, vote on resolutions, and hold directors accountable for their management of the building.

Need Help Organising Your Annual General Meeting?

Whether your residents management company needs full AGM administration, your right to manage company is holding its first annual general meeting, or you simply need expert guidance on annual general meeting guidelines and procedures, Block Management Company is here to help. Our team provides professional AGM support to buildings across the UK as part of our comprehensive block management service.