The Companies Act differentiates between “notices” and “other documents, records or statements” although which documents fall into the different categories has not been defined.  The Act specifically refers to notices in certain sections, for example, a notice of meetings and a notice of record date.

Section 31 states that a shareholder is entitled to receive a notice of publication of any annual financial statements, setting out the steps required to obtain a copy of those statements and on demand to receive a copy of any annual financial statements.

Section 62 prescribes that the company must deliver a notice of each shareholder's meeting in the prescribed manner and form to all the shareholders of the company as at the record date for the meeting at least 15 business days before the meeting.

Section 6(10) states that if “a notice is required or permitted to be given or published to any person, it is sufficient if the notice is transmitted electronically directly to that person in a manner and form such that the notice can conveniently be printed by the recipient within a reasonable time and at a reasonable cost.”

Section 6(11) states that “If a document, record or statement other than a notice contemplated in subsection (10) is required…to be published, provided or delivered it is sufficient if an electronic original or reproduction of the document, record or statement is published, provided or delivered by electronic communication…; or a notice of availability of that document, record or statement, summarising its content and satisfying any prescribed requirements, is delivered to each intended recipient of the document, record or statement, together with instructions for receiving the complete document, record or statement.”  

Regulation 6 of the Companies Regulations states that “A notice announcing the availability of a document, record or statement, as contemplated in section 6(11)(b) must be in writing and delivered to each intended recipient of the document, record or statement either –  (i) in paper form at the intended recipient’s last known delivery address; or (ii) in electronic form at their last known electronic mail address…” setting out clearly the title of the document, record or statement, the availability of which is being announced, the extent of the period during which the document, record or statement will remain available; and the means by which the document, record or statement may be acquired by the recipient of the notice; and include a statement that succinctly summarizes the purpose of the document, record or statement.

Point 2 states that “A document, record or statement, the availability of which is being announced as contemplated in section 6(11)(b)(ii), must be made available to intended recipients either – 

(a)        In paper copy, or in a printed version of an electronic original produced by or on behalf of the company on demand by an intended recipient; or

(b)        Electronically in a manner and form such that it can conveniently be accessed and printed by the recipient within a reasonable time and at a reasonable cost.”

In terms of paragraph 7(1) of the regulations to the 2008 Act, it is provided that a notice or document to be delivered for any purpose contemplated in the Act may be delivered in any manner –

(a)        contemplated in section 6(10) or (11); or

(b)        set out in Table CR3.

Section 6(10) or (11) and the first part of Table CR3 provides for delivery by fax or electronic mail – but only if the person concerned has provided a fax or electronic mail address.

Failing delivery in that manner, the only other possible method of delivery as provided in Table CR3 is by sending the notice by registered post to the person’s last known address.