6 May, 2020
Updates on arrangements for general meetings ("GMs"), in light of amendments to the measures currently specified by the Prevention and Control of Disease Ordinance (Cap.599G)
Chief Executive Carrie Lam announced at a press conference on 5 May that various existing measures will be amended. The changes are effective on 8 May 2020 and the details have been published in the Government Gazette.
Below is a summary of changes to Schedule 1 (Exempted Group Gatherings) item 11, applicable to company general meetings:
- Imposed two additional conditions to all exempted meetings:
- No food or drinks can be served
- For meetings with more than 50 people, measures should be taken to separate the group into different rooms or partitioned areas, each accommodating no more than 50 people
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The actual gazette can be viewed at: https://www.gld.gov.hk/egazette/pdf/20202427e/es22020242759.pdf
Impacts on you:
- Adjust your meeting arrangements to remove refreshments, and include clear wording in the Notice of Meeting if possible
- Prepare your venue for additional rooms/partitions, especially if you anticipate >more than 50 shareholders/staff attending
- In addition to Annual General Meetings ("AGMs"), other types of shareholders' meetings (e.g. Extraordinary General Meetings ("EGMs") / Special General Meetings ("SGMs") / H Share Class Meetings ("HCM")) can now be held if they fit the prescribed definition, subject to the same set of conditions above.
As a courtesy reminder, we strongly recommend the below set of precautionary measures for all shareholder meetings, compiled based on the health advice from the Centre for Health Protection:
- No distribution of physical corporate souvenirs/gifts
- As an alternative to physically attending, encourage shareholders to appoint the chairman as their meeting proxy, and contact your Investor Relations department should they have questions for management
- Mandatory body temperature screening, use of face masks and health declaration
- Anyone subject to quarantine, with any flu-like symptoms, who has had close contact with any person under quarantine, or has travelled overseas within 14 days immediately before the GM should not be permitted to enter the venue
- Anyone attending the GM should be reminded to observe good personal hygiene at all times
- Appropriate distancing and spacing should be implemented between seats
We also encourage you to seek your independent legal advice to ensure your company shareholders' meetings comply with the law.