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This video tutorial discusses the process of holding a resolution in lieu of an annual general meeting. The director or board of directors calls for the AGM and sends notice to all shareholders, following legal requirements of the Companies Act. Shareholders must receive the notice 21 days prior, by hand, post, or email if mentioned in the company's memorandum of incorporation. An AGM can be called at short notice with shareholder agreement. The chairperson, who may not be a director, runs the meeting and a nominated person takes minutes. Shareholders have the right to appoint a proxy.