![]() ( Shareholders signing forms electronically): Shareholders can sign documents relating to a meeting, such as proxy forms, by signing an electronic form of the document and using an electronic means if the method identifies the shareholder, indicates the shareholder’s intention with respect of the information recorded in the document and is reliable as appropriate for the purposes for which the information was recorded. Just note, in order to send meeting documents electronically, the company must have collected the shareholder’s email address. Shareholders can also make ad hoc requests for documents to be provided a particular way, notwithstanding any previous election. ![]() Where an election is made and the sender does not take reasonable steps to abide by the election, the sender will have committed an offence of strict liability. ( Sending meeting documents electronically): Shareholders may elect to receive meeting documents in hard copy, electronically, or not at all. We generally recommend that this notification is simply included in your Notice of AGM each year. ( Notifying shareholders of document access): Companies must notify shareholders of their right to elect and receive a document electronically or in physical form at least once every financial year, or a notice to that effect must be readily available on the company’s website. ( Shareholders attending meetings virtually): Shareholders who attend meetings, whether physically or by virtual means, are taken for all purposes to be present in person at the meeting for the purposes of determining a quorum. ![]() Where meetings are held wholly, or partially, via virtual means, the technology must be reasonable and permit shareholders to exercise their right to ask questions and make comments, both orally (i.e. ( Facilitating shareholder participation virtually): Companies must ensure that their shareholders have a reasonable opportunity to participate in the meeting irrespective of how it is conducted. a hybrid meeting), regardless of whether the company’s constitution expressly permits for the holding of hybrid meetings.Īccordingly, consider whether your constitution requires updating to expressly permit for holding shareholder meetings via wholly virtual means. Via a combination of a physical venue and virtual means (i.e. Provided the company’s constitution expressly permits, by wholly virtual means or ( Holding meetings virtually): Companies can hold their shareholder meetings (such as AGMs) either: Set out below are some of the key developments (and reminders) arising from these procedural reforms. ![]() These changes took effect from the FY 2021 AGM season and will therefore apply to your AGM this year. In response to COVID-19, permanent reforms affecting shareholder meeting procedures were made to the Corporations Act 2001 (Cth) ( Corporations Act) via the Corporations Amendment (Meetings and Documents) Act 2022 (Cth). 1 COVID-19 - Recent procedural reformsĪs the effects of COVID-19 continue to linger, it is important for companies to be aware of the procedural flexibilities now available for AGMs, and the practical implications that COVID-19 might have. With annual general meeting ( AGM) season for public companies using a financial year ( FY) ended 30 June 2022 now upon us, we've set out below some key regulatory updates and reminders to help you draft your notice of meeting ( Notice) and prepare for your AGM this year. ![]()
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