With ongoing restrictions and limitations during this pandemic, your business may face a decision on how to comply with federal and provincial rulings that affect important in-person meetings, including strict physical distancing guidelines. One of those important decisions is where and how to hold your Annual General Meeting or AGM.
In general, companies incorporated in B.C. are required to hold an AGM at least once in a calendar year and no more than 15 months after the previous year’s AGM. However, if an in-person meeting cannot be held during this time, the company may consider the following alternatives:
- Host a virtual or hybrid AGM. Shareholders can join via video, phone, and in-person (subject to distancing and other current health directives), as long as each shareholder can communicate and vote. You’ll want to make sure you have the technology set up and tested well in advance of the meeting. You’ll also want to make sure that anyone joining by phone or by video has also tested their connection in advance.
- Have all shareholders sign a written consent resolution. This option requires all shareholders of the company to sign a written document to approve annual business, in lieu of holding a meeting.
- Postpone the AGM. The shareholders may opt to postpone the meeting with the unanimous written consent of all shareholders. However, this also invites more decisions about items such as publication of financial statements, waiving the auditor, and appointment/election of directors.
- Waive the AGM. Waiving the AGM requires the unanimous written consent of all shareholders and the same rules for postponing the AGM also apply.
- Extend the deadline for the AGM by an application to the registrar. The registrar will decide to extend the date if it is satisfied it is appropriate to do so.
Choosing the most viable option for your business needs to be carefully considered and will depend on many factors, including the provisions in the articles of the company. For further details on how to make this important decision, please refer to our full article on hosting a virtual or hybrid AGM.