Any meeting that is not a regular meeting of the governing body (i.e., that falls outside the time established for regular meetings and is not an adjournment or continuation of a regular meeting) is considered a “special meeting.” See RCW 42.30.
Here are a few valid reasons for calling a special meeting: An urgent matter needs to be dealt with before the next regular meeting. There is a proposal to amend bylaws. Adopting or amending special rules of order.
Hence the meeting of shareholders which is held under special circumstances is the Extraordinary General Meeting.
(b) Special meetings of the shareholders may be called by the board of directors, or by a person or persons that may be authorized by the articles of incorporation or by the bylaws.
The special meeting aims to enable the shareholders to know the company's affairs and vote on the management's recommendations in the proposed resolution. The shareholders are equally essential in the decision-making process.
In most cases, EGMs are called for the following reasons: Urgent corporate decisions – Sometimes, time-sensitive corporate decisions like approval of major mergers, acquisitions, or financial restructuring must be made quickly. EGMs allow for these decisions to avoid delays.
An Extraordinary General Meeting (EGM) is an urgent meeting called to address pressing company issues or emergencies. These matters require the immediate attention of the board, shareholders and senior company executives. An EGM is also referred to as a special general meeting or an emergency general meeting.
In general, companies require a letter or similar notification from investors having a sufficient number of shares, demanding a special meeting and stating the purpose for that meeting. The company can then set the date for the meeting, typically within a 30 to 90 day time period after receipt of the demand.
If a problem cannot wait until the next annual meeting, however, then a special shareholder meeting may be necessary. This occurs relatively often, for example, when a business seeks shareholder support for a deal.
The general meeting called within six months of the end of the previous fiscal year is known as the “annual” general meeting (or “AGM”). If a general meeting is held outside that time frame, it is “extraordinary” (“EGM”) and meant to address urgent or pressing matters that couldn't be settled at the AGM.