On the 5th of May, the Treasurer made a Determination which temporarily modifies provisions of the Corporations Act 2001 (Cth) and related legislation to, amongst other things, allow for virtual meetings for all companies.
The Determination deals with meetings, notices of meetings and the signing of documents, and commenced on the 6th of May. It will automatically be repealed on the 5th of September 2020.
The Determination provides that a meeting may be held using one or more technologies so that members do not have to be physically present in the same location, to be present for the purpose of any quorum, or other, requirement.
The members must be able to speak at the meeting, and voting must be by poll rather than a show of hands. Proxies may be appointed for these meetings.
Notice or meetings
The Determination provides that a company may use one or more technologies to give notice of a meeting, along with material relating to the meeting, to all members. Such technologies include email, providing details of an online location where the notice and other material may be viewed. The notice must include information about how members may speak and vote during the meeting.
The Determination provides that a company can execute a document without its common seal if each person required to sign the document on behalf of the company either signs a physical copy or counterpart of the document or, in relation to an electronic communication, uses an electronic signature or applies some other method that reliably identifies the person and indicates the person’s intention about the contents of the document.