The impact of the coronavirus on holding annual general meetings

Partner Mark Williams discusses Annual General Meetings (AGMs) in light of the Coronavirus outbreak.

Our corporate team has received an influx of enquiries from both public and private limited companies seeking advice on their obligations to hold Annual General Meetings (AGMs) in light of the Coronavirus outbreak.

A public limited company (PLC) must hold an AGM within six months of their financial year end. The directors of a PLC are also required to lay the company’s accounts and financial reports at the AGM and re-appoint its auditors. Should the directors fail to do so, they may be personally liable for fines of £5,000 each.

A private limited company must hold an AGM if required to do so by its Articles of Association.

An AGM, by its very nature, entails a large amount people travelling and gathering together in one place. To do so would go against current government advice on non-essential travel and large gatherings, and would potentially put the attendees’ health at risk. In light of this, companies will need to re-think their arrangements and consider postponing or adjourning the meeting. If this is not possible, the AGM may have to proceed with members encouraged to appoint a director as their proxy or return the appropriate voting forms rather than attending in person.

The actions required and options available to each company will very much depend on the type of company, its Articles of Association and its particular circumstances. Therefore, if you would like to discuss this or any other related issue, please contact Mark Williams or a member of our corporate team.

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