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Handling The AGM Process Through COVID-19

26 March 2020

A special Equiniti briefing

In our recent AGM briefing we explored the ways in which you can hold a safe and successful AGM, mitigating risk to your shareholders, employees and suppliers.

As the coronavirus continues to evolve at a rapid rate, we now look over how the latest Government guidance has impacted AGMs, and how Crest Nicholson successfully held their AGM during this time.

In this briefing, we address:

  • Hybrid, and why reducing the scope may be a better option
  • How to maintain shareholder engagement
  • Vote reporting

Carefully consider hybrid

Hybrid meetings (where shareholders can also participate and vote remotely in addition to attending in person) have received a great deal of coverage over the last few weeks.

We think that as a reflection of this years’ experience, many PLCs will look to implement hybrid AGMs in the future but companies should carefully consider whether now is the right time to make a change. We are here to discuss this with you so that you have all of our expertise as part of your decision making.

Reducing the scope

Our priority, and that of many FTSE 350 companies, is to reduce the scale and complexity of the 2020 meeting.

If you intend to reduce the scope of your AGM, you will need to carefully consider:

  • How you will inform your shareholders of any changes to the AGM
  • The options for shareholder participation
  • How you will manage the quorum
  • How the meeting will be validated and processed

Example: Crest Nicholson

This week, Crest Nicholson successfully held their AGM after introducing a number of effective changes to ensure the smooth running of a safe and successful AGM. Here we take a look at the additional steps they took.

Ahead of the meeting

Ahead of their AGM, Crest Nicholson made three market announcements:

  1. Notifying shareholders that the AGM was going ahead and that it was encouraged that they submit their votes via proxy and ask questions in advance.
  2. Notifying a change of venue, time and the introduction of an audio line to listen to the meeting. This encouraged shareholders not to attend in person and to ask questions in advance via email or via the Q&A call which followed the formal meeting.
  3. Confirming who, from the company, would be present and the measures they were taking to minimise risk to their all stakeholders.

Answers to questions submitted by e-mail in advance were available on the Crest Nicholson website before the AGM.

On the day

On the day of the AGM attendance was kept to a minimum (including advisers) with audio only meeting proceedings. Should shareholders have attended on the day, their interaction would have been limited to submitting their poll vote. Once the formal meeting had concluded there followed a Q&A session via managed conference call to give shareholders the opportunity to interact with the Directors.

Equiniti successfully managed key elements of the meeting entirely remotely with no physical attendance:

  • Validating attendees and the quorum
  • Processing the poll
  • Providing a scrutineers’ report

This allowed Crest Nicholson to clearly set the expectations framed in a way that fully reflected Government advice and put safety first, alongside maintaining governance requirements and shareholder relations.

Vote reporting

Following consultation with a number of clients, Equiniti has amended its approach to the frequency of providing voting figures, to protect delivery to clients.

Reporting will be delivered only once a material number of votes have been cast, which we anticipate to be during the 3 days before the proxy vote deadline.

Online reporting will continue to be available on demand to you, via Selector. Please contact your Relationship Manager if you require a refresher on how to run these real-time reports.

We’re here to support you

We will continue to share our recognised expertise and experience with you and to continue supporting you in any way we can.

More now than ever, it is advisable to build in some flexibility to your plans, right up to any final decisions. Reacting quickly to the changes that are yet to come may be essential. We are on hand to enact meetings with the upmost effectiveness and flexibility and will keep you updated on any legislative changes in time for the remaining 2020 AGM season.

If you have any questions or require any form of support from us, please don’t hesitate to contact your Relationship Manager or, our Head of Meetings, Lisa Graham.

Lisa Graham
Head of Meetings

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