Steering your AGM through the Coronavirus crisis
A special briefing from Equiniti on how to brief your AGM on the Coronavirus
As the coronavirus (Covid-19) crisis accelerates, many of you will be concerned as to how you manage the risks and challenges attached to holding your AGM. To help you, we have carefully explored the implications of the pandemic and the countermeasures you should consider in order to run a safe, compliant AGM, mitigating risk to all of your stakeholders including shareholders, employees and suppliers.
In this special briefing, we address:
- the risks associated with holding a physical meeting in the current environment,
- alternative options and considerations,
- how to encourage safe shareholder involvement through proxy voting,
Please note that before acting on any of the below information, we encourage you to carefully review your Articles of Association.
Reduce the scope
As best practice has evolved, shareholder meetings have grown to encompass many features that are over and above the core requirements of an AGM. Given the current situation, it may be sensible to scale back your AGM to the key elements required for compliance.
Encourage proxy appointments
The safe, well-practised option of proxy appointments can be further encouraged through specific wording, contained within the Notice of Meeting and voting cards, stating that shareholders’ engagement and safety is of paramount importance. Shareholders should also be encouraged to appoint the Chair as their proxy, rather than taking the risk of naming an individual (including specific board members) who may not be able to attend the meeting and cast the vote.
Manage your quorum
Minimise exposure to yourselves and your shareholders by ensuring that you have a quorum through the pre-arranged attendance of employee shareholders. These colleagues will have to be named on the register in their own right, and not hold their investment within a nominee vehicle. You should also consider contingency colleague shareholder availability in case some are unable to attend.
Scrutineers
Most companies appoint their Registrar as scrutineers of their shareholder meeting. As your Registrar, we would normally attend the AGM in person but, if required, can conduct this role remotely.
What about your suppliers?
The contingency planning of your chosen venue will be key, as will the resilience of your outbound print and mail partner in terms of delivering the official notice of the meeting. Ensure that they have plans in place to deliver the quality of service you require in these uncertain times.
Author
Lisa Graham
Head of Meetings
Lisa.Graham@equiniti.com