The Finance Statutes Amendment Act (No. 2) which came into force on May 20, 2021, amends the Business Corporations Act to reflect the provisions of the April 2020 Ministerial Order issued under the Emergency Program Act to permit a company to hold a virtual or electronic meeting of shareholders.
There are two types of electronic meetings, a fully electronic meeting, or a partially electronic meeting.
A fully electronic meeting is a meeting of shareholders at which shareholders are entitled to participate solely by telephone or other communications medium, such as video conference or other online system. A partially electronic meeting is a meeting of shareholders at which shareholders are entitled to participate by telephone or other communications medium as well as by attending the meeting in person.
If the general meeting is a partially electronic meeting, the requirement of the Act regarding the physical location of the meeting where persons attend in person continue to apply. Therefore, as usual, the articles should be reviewed to determine any restrictions or permission as to meeting location. If the general meeting is a fully electronic meeting, the requirement of the Act regarding physical location does not apply.
If the meeting is an electronic meeting, the meeting notice must contain instructions for attending and participating in the meeting by telephone or other communications medium, including instructions for voting at the meeting.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
