That was close: Last Friday, the Federal Council imposed a ban on events where more than 1000 people participate, in order to reduce the risks of Infection with the Coronavirus . And just on this day, the pharmaceutical group Novartis, which held its annual General meeting (AGM) – to come to the 1189 shareholders.
The prohibition of large-scale events, it is first to 15. March, but would it surprise anyone if this caution would be extended a measure. The Corona-crisis-brings-stock companies in the current annual General meeting season is in trouble. Are legally obliged to organize the shareholders ‘ meeting. How can the vote of shareholders and Votes cast without the risk of a contagion to suspend?
shareholders should cast their vote electronically, recommends Roche.
The General meeting of shareholders of the pharmaceutical giant Roche is for the 17. March terminated. The group adheres to the appointment. But: “Due to the current Situation in Switzerland, we recommend the shareholders to transfer their vote by means of remote electronic vote to the independent voting rights representative Testaris AG,” writes the group on its Website.
In the case of Schindler (AGM on 19. March), (FIG 26. March) and Credit Suisse (30. April) is the name of it in unison, that you can keep up to date, also the GV-dates fixed. “We are currently considering whether and, if so, the extent to which these measures may have an impact on our General Assembly on 26. March 2020,” said FIG.
General meetings could be split
The uncertainty is large. Therefore, the economy has sent a lawyer Ines Pöschel, of the law firm kellerhals Carrard, together with the communications consulting Dynamics Group of its clients a guide for the GV-season, which is this newspaper.
to contact a GM, in which more than 1000 participants are expected, is the Federal government. “Possibly a breakdown of the GV to different spaces/places is to be checked,” advises Pöschel, which is itself a Member of the Board at Implenia, Alcon and the graubündner Kantonalbank. In this scenario, a company has to ensure that the AGM will be transmitted in all the rooms simultaneously, and in any room, counter, Voting present, and the use of electronic voting works.
Come, as expected, less than 1000 people, the Canton is responsible for the authorisation. “Invitations to the GM, usually less than 1000 participants can be sent according to our discretion, currently, depending on the attitudes of the cantonal governments as planned”, it means more.
participation is at your own risk
In any case, the business lawyer is recommended to inform the shareholders with an additional Letter about the risks associated with the Coronavirus. The sample letter contains the note that “the participation in the AGM is at your own risk”. Those who feel sick or are afraid of a contagion have, should delegate his voice through a power of attorney to the independent voting rights representative. So, as it also recommends Roche to its shareholders.
Anyone planning to come to a General Assembly, should know: shareholders may in principle not be prevented from participating – not even those that might be sick. “Should be a shareholder, obviously, sick, could, at best, prescribed the Wearing of a mouth guard or a power of attorney to be asked,” writes Pöschel in your guide.
Pure virtual General meetings, all of which will be held on the Internet without a physical Meeting, is not allowed in Switzerland up to now. However, no one has to drive to the Meeting, in order to exercise its rights. The vote can be transferred to the voting delegates until shortly before the start of the AGM. “There are also a variety of technical solutions that shareholders can also contribute during the AGM electronically from the outside, motions and Votes,” writes Pöschel. So the voting could be bringing in the legal representative also requests and Votes for individual shareholders.
If the joint-stock companies have not yet sent out any invitations, you can move the scheduled appointment for your GM too.
And even the popular “Bhalties” – small gifts for the attending shareholders has meant Pöschel in your guide. This could also be the shareholders sent home, writes Pöschel.
Created: 02.03.2020, 10:43 PM
