Posted by Yasmine Qasim, Trainee Solicitor
GC100 discussion paper: virtual and hybrid general meetings
During September 2020, the GC100, a forum for general counsel and company secretaries working in FTSE 100 companies, conducted a poll amongst its members seeking their views on hybrid and virtual general meetings and the limitations of the current format for AGMs.
Following this, a discussion paper was published on 28 January 2021 providing a company perspective on these issues.
Within the paper, the GC100 advocate for a legislative framework that would allow companies to choose a suitable format for their meetings for their shareholders and stakeholders, whether that be physical, virtual or hybrid.
The discussion paper includes a draft code of best practice for electronic participation at hybrid and virtual shareholder meetings.
The key recommendations are:
- Clear instructions for the process of logging in, asking questions, and voting through electronic facilities should be provided to shareholders before the meeting, and links to the company website should be provided within the notice of meeting.
- Companies should promote engagement, dialogue and transparency in the same manner as if the meeting were held physically.
- Companies should choose the most appropriate format of meeting to facilitate engagement with shareholders, not as a means of managing attendance or limiting the ability of shareholders to raise questions.
- The meeting should be accessible in both video and audio-only formats.
- Shareholders should have the same rights of participation in virtual and hybrid meetings as if they were attending a physical meeting.
- Questions asked should be audible or visible to all shareholders attending, as should questions submitted electronically by dedicated meeting application or email, whether or not answered.
- As far as possible, the chair should exercise his or her right to manage the conduct of a virtual or hybrid meeting in the same way as he or she would exercise such rights at a physical meeting.
- After the meeting, shareholders should be allowed to follow up on any answer given to a question asked at the meeting.
- Q&A transcripts of all submitted questions should be made available on the company’s website following the meeting. If a question was not answered, it should include an explanation as to why.
For more information on the recommendations, or advice on any other aspect of shareholder meetings, contact our Corporate team:
0800 923 2075 Email us
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