Holding a virtual AGM during COVID-19 lockdown.
26 May 2020 by Stuart Ashmore
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Whether you are a registered charity, limited company, CIC or other type of constituted group, many of you would (under normal circumstances) be thinking about holding an AGM at some point between now and the end of September.
Given the current Government guidance in respect of ‘social distancing’ this makes the traditional AGM gathering something of a ‘non-starter’.
So what else might you be able to do?
How about holding your AGM via Zoom for example? (Other digital communication tools are available…simply make the choice that works for you). BUT (and it’s a big BUT…) you need to check whether your governing document allows for this to take place.
Many groups might find that their governing document doesn’t expressly allow for this option (quite probably the majority) because it’s only really become an option in the last few years.
However, both the Charity Commission and Companies House have issued guidance as follows:
If you are a registered charity (or even an un-registered one for that matter) then the Charity Commission has issued this COVID-19-related guidance – Coronavirus (COVID-19) guidance for the charity sector
If you are a company then the landscape is a little different (but with similar principles). The Corporate Insolvency and Governance Bill 2019 is currently working its way through Parliament with a view to becoming Law in early June. It has, within its raft of proposals, a similar contingency (as above) for company AGMs … here’s some guidance from Solicitors Eversheds Sutherland: https://www.eversheds-sutherland.com/global/en/what/articles/index.page?ArticleID=en/coronavirus/coronavirus-corporate-insolvency-and-governance-bill-UK … but please keep checking for updates as to the final legislative content, just in case things should change.
Apart from some of the voting technicalities, the mantra seems to be ‘evidence, evidence and evidence’ … if your Board of Trustees/Directors chooses to make such arrangements then it needs to be documented and retained as evidence in the normal course of governance proceedings.