VIRTUAL BOARD AND SHAREHOLDER MEETINGS
VIRTUAL BOARD AND SHAREHOLDER MEETINGS

14 May 2020

Due to the coronavirus pandemic, many businesses are now using Microsoft Teams, Skype and Zoom along with other video conferencing platforms for their internal meetings.

This type of communication is proving to be vital during the lockdown to keep businesses operating effectively whilst employees are working remotely.

However, many directors and business owners may well be wondering what the legal position is in company law for using this type of technology on more formal occasions such as board and shareholder meetings.

There is no legal reason why a shareholders’ meeting cannot take place in several different places. Electronic meetings are permitted providing the people attending the meeting can attend, speak and vote at the meeting. This means meetings can easily be held by video conferencing.

Virtual shareholders’ meetings are not particularly new as in 2016, the well-known shoe brand Jimmy Choo plc held the UK’s first electronic AGM.

Nevertheless, there are a few things to consider when holding virtual board and shareholder meetings:

  • check your Articles of Association to make sure they allow for virtual meetings. The articles may imply a physical place is required. For example, if a notice of a meeting must state the place where the meeting will take place;
  • when you give notice of the meeting, provide clear instructions on how to access the meeting, speak and vote;
  • ensure that you have the appropriate technology to allow participants to speak and vote. It is sensible to have someone on hand who can help with the IT if it goes wrong;
  • where possible, check with your shareholders/ directors that they have access to the technology and are able to use it;
  • have a trial run to make sure your technology is working; and
  • make sure you comply with all the usual rules in regard to quorum and notice.

If you have any enquiries about virtual meetings, articles of association or any other business matters, please contact Jack Gardener who works in our Corporate and Commercial team by calling 01256 854665 or email [email protected]

During these difficult times our Town Gate office in Basingstoke is temporarily closed to visitors unless by prior appointment when meeting in person is essential. However, thanks to our lawyers being able to work remotely, Phillips remains fully open for business and can discuss business law issues or any other legal matters by telephone and video conference.

 

Disclaimer

This article is current at the date of publication set out above and is for reference purposes only. It does not constitute legal advice and should not be relied on as such. Specific legal advice about your specific circumstances should always be sought separately before taking any action.

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