While ordinarily companies must hold an AGM within five months of the end of the company’s financial year, ASIC issued a formal no-action position that allows companies to hold their AGMs within seven months from the end of the financial year. This means that a company with a 30 June 2020 financial year end has until 31 January 2021 to hold its AGM. Companies may therefore choose to hold their 2020 AGM later than they usually would.

Holding a solely physical meeting will likely be impossible in 2020 due to limits on public gatherings and social distancing requirements. Boards will therefore need to determine whether to hold the AGM as a virtual meeting or a hybrid meeting, where:

• A hybrid meeting is a meeting where a physical meeting is convened with the minimum quorum, and other shareholders are able to participate in the meeting through an online platform. Hybrid meetings are permitted under the CA 2001, but the board will need to check its constitution to ensure that it allows the use of technology that would facilitate a hybrid meeting and ensure the availability of suitable technology.

• A virtual meeting is a meeting where all persons attend either online or by telephone. It is unclear whether the CA 2001 permits an entirely virtual meeting; however, on 5 May 2020, the federal Treasurer registered the Corporations (Coronavirus Economic Response) Determination (No 1) 2020 (Coronavirus Determination) which, among other things, temporarily modifies the CA 2001 to permit a company to hold an entirely virtual meeting. The modifications apply for the duration of the Coronavirus Determination, being 6 May 2020 to 5 November 2020; however, the government has announced that the relief will be extended to 21 March 2021.

For more information about holding a general meeting in reliance on the Coronavirus Determination (or any further iteration of that determination), see Checklist, Logistics of virtual shareholder meetings and Quick guide to hosting and participating in virtual meetings.

BOOKINGS FOR YOUR AGM – THE PARK BUSINESS CENTRE

ORIGINAL ARTICLE THOMSON REUTERS