Spotlight: 10 Practical Considerations When Holding a Virtual AGM
As a general proposition, issuers holding any shareholders’ meetings, whether in person or virtually, should strive to enfranchise shareholders and promote the exercise of their fundamental shareholder rights, including their right to elect directors. An issuer’s board and management should keep this overarching principle in mind when determining the format and/or location of the meeting, those entitled to attend, the facilities available for shareholders and proxyholders to speak and vote, and the information to be provided at the meeting. The following are 10 practical considerations that management and boards should address in determining whether, and how best, to host a virtual- only or hybrid-virtual shareholders’ meeting.
1. EARLY PLANNING Transitioning to a virtual AGM is a significant
undertaking for many issuers. It requires assistance and input from various parties, including virtual-meeting platform providers, scrutineers and external legal counsel. During the 2020 proxy season, service providers were overwhelmed with requests as a wave of issuers looked to transition to virtual AGMs in response to COVID-19. While this level of unexpected and unprecedented demand is not likely to repeat itself, issuers would nevertheless be wise to begin planning their 2021 AGMs as early as possible to enable them to meet their desired or required timelines. 2. CHOOSING A PLATFORM One gating decision for any issuer planning to hold a virtual AGM is choosing the right platform on which to hold it. The primary criteria to consider include whether the platform allows for the authentication of attendees and facilitates voting and asking questions.It is preferable to use a platform that is designed for the purpose of hosting virtual AGMs, such as those offered by LUMI Global or Broadridge Financial Services, Inc., as opposed to traditional video-conference or dial-in services.
74
Governance Insights 2020
Powered by FlippingBook