Video Conferencing an alternative way for AGM to avoid the spread of COVID-19: MCA

COVID-19 AGM-Taxscan

The Ministry of Corporate Affairs ( MCA ) has notified that the video conferencing is an alternative way for the Annual General Meetings (AGM) of the company in order to avoid the spread of COVID-19.

The spread of coronavirus (COVID-19) is interfering with the normal functioning of businesses over the globe, including in the form of travel restrictions, quarantines, office closures, and employees being encouraged (or required) to work from home.

Companies should consider whether to hold their usual shareholder and board meetings as planned, or whether rescheduling meeting dates, changing meeting locations or switching to “virtual-only” or partially virtual meetings may be appropriate in these circumstances.

The subject-matter of the notification is that depending on the jurisdiction of a company, “virtual-only” or “hybrid” shareholder meetings is a viable replacement for physical meetings, even for public companies that have already mailed their proxy materials.

Corporate boards can postpone directors and committee meetings, hold virtual meetings or elect to act by written consent rather than hold physical meetings.

Companies considering changes to meeting dates or times or switching to fully or partially virtual meetings should confirm that they can do so under applicable state corporate law and their organizational documents and should be aware of certain practical ramifications of holding non-physical meetings.

Therefore, As the Annual General Meeting (AGM) season is approaching and with the outbreak of Coronavirus Disease (COVID-19), many listed companies have concerns over their upcoming AGMs. Holding physical meetings containing a large number of shareholders may risk the spreading of the disease. So, many authorities including the Office of the Securities and Exchange Commission, the Stock Exchange of Thailand (SET) and the Department of Business Development, Ministry of Commerce (MOC) have issued guidelines and measures to deal with the COVID-19 situation and the limitations for listed companies to hold an annual general meeting of shareholders.

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