Recent Developments Regarding Virtual Shareholder Meetings: Legal Considerations in Light of COVID-19 and New SEC Guidance

Sullivan & Cromwell LLP - March 18, 2020
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As 2020 annual shareholder meeting dates draw closer, many companies are considering the feasibility of implementing virtual shareholder meetings due to the public health concerns associated with the COVID-19 pandemic (“Coronavirus”). Several high-profile companies have recently filed proxy statements stating that they will conduct their annual meetings virtually, or that they preserve their option to switch from a physical meeting to a virtual meeting at a later date. As companies evaluate these approaches, it is important to consider the legal requirements under federal regulations (particularly the latest SEC guidance), state law and a company’s own governing documents.