One of the most important meetings organisations hold every year — especially listed companies — are Annual General Meetings (AGMs).
While Hybrid AGMs — which combine a small face-to-face meeting linked to a virtual meeting that allows remote participation — were already allowed under the Corporations Act, fully virtual AGMs are now also allowed under rule changes permitted by the Australian Securities and Investments Commission (ASIC) — in accordance with each organisation’s constitution — in response to COVID-19.
It’s important to note that while the legislation introduced to allow this change expired in March 2021, ASIC has announced it will adopt a ‘no action’ position in relation to the convening and holding of Virtual AGMs at least until the end of October 2021.
The fundamentals of AGMs remain the same
While COVID-19 has seen the way we hold AGMs change significantly in terms of the move to virtual delivery instead of traditional face-to-face meetings with participants in the same room, many things still remain the same.
Executives must be given a chance to clearly communicate and present information about the year that was, including financial results, challenges, success stories, future opportunities, remuneration and on-going strategy.
Organisations must also meet their regulatory obligations in terms of giving every attendee a chance to be heard, ask questions, vote, and generally participate.
A simple AGM workflow will help ensure its success
The key to a successful AGM, whether it’s virtual or hybrid, is to establish a workflow that you can follow from beginning to end.
Whether it be inviting participants to attend and making it easy for them to join, running a slide deck in a conference room, dialling speakers in from overseas, or taking questions from a shareholder located in a remote or regional location, it’s important to ensure you have a workflow that covers each step in the process so your meeting is professional, meets all the rules, and goes off without a hitch.
That also includes making sure you capture and review as many reports as possible once your event is over.
Firstly, organisations must usually give at least 21 days’ notice to shareholders or members notifying them of the date and time of their AGM, while most listed companies are required to give at least 28 days’ notice.
Communication is key
If your organisation is holding a hybrid or online AGM, we recommend informing shareholders and members electronically in advance of that timeframe.
Companies should coordinate with share registries to notify members via email where possible, as well as posting a notice detailing the meeting on the corporate website, and notifying the market more broadly.
Your notifications should direct participants to a dedicated page on your website with information regarding your AGM, including details of arrangements for the meeting, links for web-streaming and the full text of notices, accompanying materials and any related resources.
It’s important that you work with your technology provider or web developer to create a user-friendly online registration page to collect acceptances from shareholders who RSVP to attend.
You should also use this page to collect any additional information that you need, such as their location or technical capabilities; and at the very least, ask participants to include their name, email address, contact numbers, and any company details if relevant.
Set out the ground rules
Ensure registrants receive login details as soon as they register, and circulate the
requirements for how the meeting will be run.
Your notice of meeting should include clear instructions on accessing the meeting platform or app, how to join, participate and vote during the meeting. It should include details on how and when attendees will be allowed to ask questions and comment about all the usual issues that would be considered at an AGM, including the management of the company, remuneration and the auditor’s report.
It should also set out the agenda, the nature of the meeting’s business and the resolutions to be put to attendees. You should also include an email address (or other online submission facility) for the service of proxy appointments and proxy appointment authorities.
When it comes to voting, it’s a good idea to provide the option for members to vote prior to the meeting, as well as cast a vote live via a poll during the meeting via virtual technology.
Don’t forget to send a reminder
Send a reminder email just ahead of the date of your AGM, including information on how to join, log in, and access features such as polling and chat.
All your correspondence should include contact details so anyone who needs help joining or using other functions can request support.
It’s also important to make sure you keep appropriate records of any questions you have received to show that those you selected to be answered at the meeting fairly represent members’ concerns.
Finally, make sure you share your agenda with all your speakers and presenters and ensure they stick to the allotted time during the event.
To find out more about how to run an effective AGM that meets all the rules and regulations as well as the needs of your shareholders and members, download our Complete Step-by-Step Guide to Holding a Virtual AGM.