Remote participation in stockholders’ meetings
In a recent memo, the Philippine Stock Exchange is urging the publicly listed companies to hold their Annual Stockholders’ Meetings (ASM) scheduled over the coming weeks through remote communication as a precautionary measure against COVID-19. According to the local bourse, stockholders may participate in the ASM and vote through remote communication, instead of a face-to-face meeting.
Remote participation in stockholders’ meetings is now allowed under the Revised Corporation Code. It is up to the companies to establish the procedures for this. In the case of publicly listed companies, the option of remote stockholders’ participation is available, regardless of whether or not it is provided in the by-laws. But the new law also provides that the SEC shall issue the rules and regulations governing participation and voting through remote communication or in absentia, taking into account the company’s scale, number of shareholders or members, structure, and other factors consistent with the protection and promotion of shareholders’ or members’ meetings.
In response to the PSE memo, the SEC stated that it will issue a memorandum circular to provide guidelines on the attendance and participation of directors, trustees, stockholders, members and other officers of corporations in regular and special meetings through remote communication.
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