|Shareholders should have the opportunity to participate effectively in and to vote at general meetings of shareholders. Companies should make the appropriate provisions in their Articles of Association (or other constitutive documents) to allow for absentia voting at general meetings of shareholders.|
This Guideline sets out the need to provide opportunity for shareholders to actively participate in, and vote at, the general meetings.
Shareholders have the right to attend and participate in the general meetings. It is in the interest of the company to facilitate these rights.
Guideline 14.2 and the explanation to it describe how companies should aid shareholders in exercising their rights to participate and vote at general meetings. However, for various reasons, a shareholder may not be able to attend these general meetings. Nevertheless, it is essential that the shareholders’ rights to vote at meetings are preserved.
Thus, this Guideline requires the company to have a voting mechanism that allows for “in absentia” voting. This is often implemented through the use of proxies and accompanying forms and processes.
B. SGX Disclosure Guide
C. Related Rules and Regulations
- Section 64(1) of the Companies Act: Rights and powers attaching shares.
- SGX MR Practice Note 7.5 and CR Practice Note 7E: General meetings
- SGX MR Appendix 2.2(8) and CR Appendix 4C(8): Voting and proxies.
D. CG Guides
- Board Guide Appendix 7B-2: Proxy Advisors and the Board [Stakeholder Engagement].
- Board Guide Appendix 7D: Shareholder Activism [Stakeholder Engagement].
- Board Guide Appendix 7F: General Meetings of Shareholders [Stakeholder Engagement].
E. Related Articles
- “Preparing for the AGM” by Penelope Phoon-Cohen. (446KB)
- “AGMs: What investors want to know” by Terry Wee. (447KB)
- “Engagement with shareholders” by Mike Gray. (88KB)