Health crisis : the simplification rules regarding shareholders or board meetings and shareholders or board decisions are extended
The exceptional provisions resulting from Ordinance n°2020-321 dated 25 March 2020 and from Decree n°2020-418 dated 10 April 2020 aimed at simplifying the holding of shareholders’ or managing boards’ meetings during the health crisis (which we analysed in our April 2020 presentation to which we refer you), initially scheduled to remain in force until 31 July 2020, were extended until 30 November 2020 by a Decree N° 2020-925 of 29 July 2020.
Until 30 November 2020, companies and various other groupings will therefore be entitled:
- When they are public companies, to inform shareholders of the holding of a meeting and to respond to preliminary information request from shareholders in a dematerialized way;
- To decide on an alternative manner to hold shareholders meeting, either by closed-session or through telephone or video conference when the meeting is being convened in an area where administrative measures are limiting or prohibiting public gatherings for sanitary reasons. Board of directors or any other type of governance meetings may be held through telephone or video conference in any case, even when there is no such restriction in the area;
- Consult their shareholders in writing even when their bylaws do not include a specific provision to this effect, being reminded that any contrary position of the bylaws shall be disregarded until the new deadline, provided of course a provision of the law does not preclude such written consultation;
- Facilitate the dematerialized participation, deliberations and the vote of managing board members as well as of shareholders.