Listed firms will need to provide live engagement, voting at AGMs: SGX

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SINGAPORE - Companies will have to provide live engagement and voting at all annual general meetings (AGMs), especially those that are fully virtual, to ensure shareholders are still able to exercise their rights, said the Singapore Exchange in a regulator's column on Monday (May 23).

Virtual meetings have become commonplace in the last two years amid the Covid-19 pandemic, but there is a need to ensure that shareholders can still engage company boards as they do in physical meetings, wrote SGX RegCo chief executive Tan Boon Gin in the column.

"Shareholders must be able to make decisions on an informed basis. This is true when making decisions on whether to buy, hold or sell securities, as well as when voting on corporate actions and other resolutions at shareholder general meetings," he said.

He added that while virtual meetings have their benefits, such as in ensuring the health and safety of members, they also pose challenges.

"The physical general meeting provides shareholders with the ability to directly and immediately engage with the Board and vote thereafter. SGX RegCo similarly expects issuers to accord shareholders with the same full rights should they choose to hold virtual-only meetings," he said in the column.

This means that shareholders should still have the right to attend, ask questions, and communicate their views at general meetings. They should also be able to appoint proxies or to vote at general meetings.

Companies that choose to conduct fully virtual general meetings must use both real-time electronic voting and real-time electronic communication at their general meetings, SGX RegCo said in its updated guidelines.

"Notably, several SGX-listed companies have successfully done so at their virtual AGMs despite a fairly large shareholder base and consequently a high number of attending shareholders," Mr Tan said.

The electronic voting systems have to accurately count all votes cast in the meeting. They also have to be capable of providing records that can be used to verify the recording and counting of votes, SGX added on its website.

Each vote has to be verified as cast by shareholders or members, or proxies. The chairman of the meeting must also declare by electronic means the result of the votes during the meeting.

Mr Tan added in his column that with the relaxation of safe management measures, companies can hold physical general meetings...

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