10 September 2026

Why does a PTA need an AGM, and what should it cover?

A PTA constitution will almost always require an annual general meeting, and most PTAs hold one in the autumn without being entirely certain what has to happen at it. This sets out what the meeting has to cover, how much notice you have to give, how many people have to turn up and what still needs doing once everyone has gone home.

Why it is not optional

The AGM is not a nicety. It is how your constitution keeps the committee accountable to the parents it is meant to represent. Under the model (clause 5.7) a general meeting must be held within 12 months of the constitution being adopted, an AGM must then be held in each subsequent year and no more than 15 months may elapse between successive AGMs. Miss that window and you are outside the terms of your own governing document, whatever else has been going on.

It also does something practical. Your committee is elected at the AGM and holds office until the next one (clause 6.2). Nobody stays a trustee indefinitely by default, and that includes anyone co-opted during the year. The AGM is where it gets renewed, or where it does not.

When in the year should it happen?

Two separate clocks run here and they are easy to confuse. Your constitution says no more than 15 months between AGMs. Separately, the accounts, the Trustees’ Annual Report and the annual return have to be filed with your regulator: in England and Wales that is the Charity Commission, within 10 months of your financial year end. A PTA in Scotland files with OSCR instead, within 9 months.

Nothing forces the AGM to sit before the filing deadline. In practice it should, because the AGM is where members receive the accounts and the report, and it is awkward to file documents your members have not seen.

For a PTA in England or Wales with an August year end, that means a September or October AGM and a filing deadline the following June. Working backwards from the deadline rather than forwards from the year end is the usual mistake.

Can you file the accounts without having held the AGM?

Nothing in the model constitution makes the AGM a precondition of filing. The duty to file sits with the trustees, not the members: the committee prepares and approves the accounts and the Trustees’ Annual Report, a trustee signs them and they are filed.

The constitution’s choice of verb is the tell. Members receive the accounts and the committee’s report at the AGM. Receive, not approve. Members are not ratifying anything; they are being shown documents the trustees have already signed off. A resolution “approving” the accounts at the AGM is common practice and does no harm, but it is not what makes them valid.

So if the AGM slips (quorum fails, September gets away from you, half the committee is away), file anyway. Missing the Commission’s deadline shows publicly on your register entry. Holding the AGM late is a matter between the committee and its members: real, but internal and fixable. Do not let the second problem cause the first.

The reverse habit is the one to avoid: filing early and then never presenting the accounts to members at all, on the basis that the paperwork is done. The AGM obligation does not go away because the filing did. Separately, clause 10.3 requires the annual report and the statement of accounts to be available for any member who asks to see them, AGM or no AGM.

1. Financial year end

   Month 0, the clock starts

2. Draft the accounts and the Trustees’ Annual Report

   Months 1–3

3. Independent examination

   If gross income is over £25,000 (England and Wales)

4. AGM

   Accounts and report presented to members

5. File with the Charity Commission

   Accounts, annual report, annual return

6. Filing deadline

   10 months after year end (England and Wales)

The examination threshold and the filing deadline shown are England and Wales. Scotland and Northern Ireland run to their own, and we only quote figures we have checked against the regulator’s own guidance.

Can the AGM be held on Zoom?

Yes, under the model constitution. A general meeting can be held physically or virtually, so long as it is by electronic means the committee has agreed and every participant can see and hear everyone else. That rules out a phone conference call where half the room is silent and unseen. Zoom, Teams and similar are fine.

Everything else applies exactly as it would in the school hall: the same notice period, the same quorum, someone still chairs it and minutes still get taken. Quorum is counted by who is actually present in the meeting at the time, not by how many people were invited or could theoretically have joined. A hybrid meeting (some parents in the room, some on a screen) works the same way, provided everyone can genuinely see and hear each other, not just the people in the room.

Notice and quorum

Members need 21 clear days’ written notice (clause 5.2), and the notice has to give the date, the time, the location and an overview of the agenda. A one-line “AGM next Thursday” email is not enough. Clear days means the day you send it does not count. The constitution says so in as many words, and on the ordinary meaning of “clear” the day of the meeting does not count either. So notice sent on the 1st supports a meeting on the 23rd rather than the 22nd. Leave yourself a margin instead of counting to the day.

Quorum is easy to get wrong because it is not a fixed number. Under clause 5.3 a general meeting is quorate when the number of members present is at least twice the number of committee members in office at the start of the meeting. That is committee members in the constitutional sense: everyone currently in office as a trustee, co-opted members included, not just whoever regularly turns up. If someone has drifted off or a vacancy has never been filled, work from who actually holds office rather than from what feels accurate, because it moves the number in both directions.

The count includes the committee itself. That is the half people miss, and it halves the problem: a committee of eight needs sixteen present, of whom eight are already the committee, so you are looking for eight other parents rather than sixteen.

Note which way that cuts. A small committee is the easy case: three trustees need six present, which is three other people. A large committee is the hard one, because every trustee you recruit raises the bar for the meeting that re-elects them. If yours is large, this is worth thinking about well before the night itself. Some PTAs have had to abandon an AGM at the door because parents did not turn up in the numbers their constitution required.

One exception, and you will hopefully never need it: clause 5.3 does not apply to a general meeting held to dissolve the association, which has its own rules under clause 13.

Sample notice of AGM

Something like this covers what the constitution requires: date, time, location and an overview of the agenda, sent at least 21 clear days ahead:

Notice of Annual General Meeting
[School Name] PTA

You are invited to the Annual General Meeting of [Association Name].

Date: [date]
Time: [time]
Location: [venue, e.g. the school hall]

This notice is given in accordance with our constitution, which requires at least 21 clear days' notice of a general meeting.

Agenda
1. Welcome and apologies for absence
2. Minutes of the previous AGM
3. Chair's report on the year
4. Treasurer's report and presentation of the accounts
5. Appointment of independent examiner (if applicable)
6. Election of committee members for [year]
7. Any other business

If you would like to stand for election to the committee, or raise an item under any other business, please let [Chair/Secretary name] know by [date], in writing.

[Association Name], registered charity number [number]

Clause 11.1 lets you send it any of these ways:

• ·by hand, including sending it home with the children
• ·by post
• ·by email or other suitable electronic communication
• ·in a newsletter the association distributes to its members

Whichever you pick, keep a record of the date it went out. If the validity of the meeting is ever questioned, that date is what the 21 clear days gets measured against, and “we think it was the week before half term” is not an answer.

What the AGM has to cover

Clause 5.8 sets out six things that happen at the AGM:

1. Receive the accounts for the previous financial year. (5.8.1)
2. Receive the committee’s report on what the association has done since the last AGM, which in practice is the Trustees’ Annual Report. (5.8.2)
3. Elect the committee for the year ahead. They hold office until the following AGM. (5.8.3)
4. Appoint an independent examiner or auditor if one is needed. (5.8.4)
5. Confer any honorary titles (Patron, President or Vice-President) on anyone who consents to it. (5.8.5)
6. Discuss and determine any other business including any question of policy the members put before the meeting. (5.8.6)

The fourth of those reads as though it were optional, and it is worth being clear that it is not the constitution making it so. “If this is needed” is 5.8.4 pointing at clause 10.1, which requires the committee to comply with the Charities Act on the keeping of records and the examination or audit of accounts. Whether an examination is needed is therefore a question for the Charity Commission’s threshold, not for the committee’s preference: in England and Wales that threshold is gross income above £25,000. Gross income is everything that came in, before the prizes, the venue and the printing come off it. What we wrote about the CC16a goes into that, and the Commission publishes the current figure.

If you do need one, the constitution is more helpful than people expect about who it can be. An independent examiner does not have to be an auditor or a qualified accountant. It can be anyone the committee reasonably believes has the ability and the practical experience, and the model’s own examples are a school bursar or a teacher. What they must not be is involved with the committee, or a member of a committee member’s family. That is the bit that catches people: the obliging parent who is an accountant is only independent if they have kept out of your decisions.

Every issue is decided by a simple majority of the votes cast, not a majority of everyone present (clause 5.5), so abstentions do not count against a motion. The Chair gets a second or casting vote if it is tied, and otherwise every member present gets one vote on every issue.

An example agenda

A reasonable running order, built around those requirements:

1. Welcome and apologies for absence
2. Approval of the minutes from the last AGM
3. Chair’s report: a summary of the year, doubling as the Trustees’ Annual Report
4. Treasurer’s report: presentation of the accounts
5. Appointment of independent examiner, where the threshold applies
6. Election of committee members for the year ahead
7. Any other business
8. Close

Some PTAs also fold in a thank-you and handover moment here, particularly if the Chair or Treasurer is stepping down. It is not a constitutional requirement, but it is usually the only point in the year when everyone who cares is in the same room.

If you cannot get quorate

If not enough members turn up you have not held a valid AGM, even if everyone present had a productive evening talking about the summer fair. The constitution gives you no fallback beyond trying again, so build slack into your timing. Do not schedule your only attempt at the AGM for the week before the 15-month deadline expires.

If nobody stands

This is the more common crisis, and the constitution has a better answer to it than most committees realise. Nominations are normally made in writing to the Chair, by one member and seconded by another, with the nominee’s consent. But under clause 6.6, if no nominations or too few come in before the AGM, any member present may nominate someone from the floor, again with their consent, and the meeting can appoint them by a majority vote of those present. An empty post does not have to wait for another meeting.

Two things follow that are worth knowing before the night rather than during it. The committee can also co-opt people at any time during the year (clause 6.4), and they serve until the next AGM, so a vacancy in November is not a year-long hole. And a resignation only takes effect if at least two trustees remain in office (clause 6.7.5): below that the association is heading for dissolution under clause 13, which is the real reason “we could not find a Treasurer” is a serious sentence and not just an awkward one.

If you can see it coming, say so in the notice rather than on the night. Parents who would consider it need more than fifteen minutes and a room looking at them.

After the meeting: what still needs doing

Holding the AGM is not the end of it. Six things should happen in the days afterwards, and they are easy to let slide once the room has been packed away.

1. Minutes get written up and agreed.

Clause 10.2 requires proper records of all proceedings at a general meeting, and there is a second reason to take it seriously. The Charities Act expects a written memorandum whenever a trustee is elected or appointed, and the model constitution’s own note says recording the outcome in the AGM minutes is how that is done. Your minutes are not just a record of the election; on this reading they are the instrument of it.

So minute the standard items as formal resolutions rather than as narrative. It makes them unambiguous later, it gives you a clean form of words to copy each year and it is the page you will be sending to the bank. Note the wording on the first two: at the AGM the accounts and the report are received, not approved. Approval happens at the committee meeting beforehand, and belongs in those minutes.

RESOLVED that the accounts for the year ended [date] be received.

RESOLVED that the Trustees' Annual Report for the year ended [date] be received.

RESOLVED that [name] be appointed independent examiner for the year ending [date].

RESOLVED that [name(s)] be elected to the committee as [role, e.g. Chair/Treasurer/Secretary/committee member] for the year ahead.

RESOLVED that [name] be thanked for their service as [role] and stand down from the committee.

2. The accounts and Trustees’ Annual Report get filed.

Our piece on the CC16a sets out what goes on each line of the accounts, and there is a separate piece on the Trustees’ Annual Report coming shortly. The filing deadline runs from your financial year end, not from the AGM date, so do not assume holding the AGM has bought you more time if the two dates are close together.

3. New trustees get added to the register.

Being elected at the AGM does not automatically update anything outside the room. Someone has to log into the charity’s account on the regulator’s online service and add each new trustee, with their details.

4. Retiring trustees get taken off it.

The same applies in reverse, and this is the step people forget. Under clause 6.7.5 a trustee leaves office by giving written notice to the committee, provided at least two remain, so it is the notice that ends the appointment, not the register entry. What a stale register does is leave the public record saying otherwise, and anyone checking it, from a bank to a grant funder, reads it at face value. It is also how a parent who left the committee two AGMs ago ends up being written to about a charity they have nothing to do with. Standing down does not undo responsibility for what happened while they were in office, but it should at least stop the clock, and an out-of-date register makes that harder to demonstrate than it needs to be.

Both of these should happen promptly. Clause 10.4 puts it in those words, not saved up for the next filing deadline.

5. The bank mandate gets changed.

This is the one that hurts, and it is the reason a treasurer handover should start before the AGM rather than after it. Electing a new Treasurer changes nothing at the bank: the outgoing one keeps the card, the app and the authority until the mandate is updated, and the incoming one cannot pay a supplier or reimburse a parent until it is. Banks want a copy of the minutes recording the change, identification from every new signatory and often the physical presence of people who are all busy in October. Allow weeks, not days.

Two practical points. Keep at least one existing signatory on the mandate through the change if you possibly can, because a mandate with nobody on it is far harder to repair than one being amended. And write the resolution appointing the new signatories into the AGM minutes in the form the bank asks for. You will be sending them that page.

None of that is in the constitution, incidentally. It gives the committee the power to open and operate accounts (clause 3.15) and to make its own rules about how they are run (clause 8.2), and leaves the detail to you. Which means the arrangement you inherit is whatever a previous committee settled on, and it is worth reading before you need it rather than at the counter.

6. Access to your records moves with the roles.

Whatever you keep the books in, the people who changed on the night need their access to change too. Anyone who is meant to approve funding requests or sign off spending needs their own login, and anyone who has stood down should lose theirs at the same time, not whenever somebody happens to remember. A leaver who can still approve payments is a bigger problem than a leaver who is still on a register somewhere.

In Treasurer’s Ledger that is the Committee / Team page: invite the new committee members with the role that matches what they actually do, and remove the ones who have stood down. A committee member can see the books and vote on funding requests without being able to change anything, which is usually the right setting for everyone who is not the Treasurer.

How Treasurer’s Ledger fits in

Most of the AGM is somebody else’s job. The Treasurer’s half is the part that takes weeks: getting the year’s figures straight, producing accounts a committee can be shown and filing them. That is what this is for. You answer plain questions as the year goes along and the annual return comes out of the answers, with the arithmetic checked and a record of who approved what if anyone asks.

This page is general information, not legal advice and not advice about your charity. It is written around the Parentkind model constitution for England and Wales. The notice period, the quorum and what the AGM must cover all depend on your own governing document, which may differ. If you are not sure which constitution your PTA uses, or whether it has been amended, check before relying on anything here.