Are Meeting Documents Allowed to be sent Electronically?
The Companies Act 2006 allows documents and information to be sent to shareholders electronically rather than in hard copy and vice versa provided certain conditions are met. Companies who wish to take advantage of the provisions must either alter their articles or pass a resolution to authorise communication by means of a website, and obtain the consent of its shareholders to send or supply documents and information by electronic means. Consent to send the information electronically must contain specific information and if the shareholder has not responded within 28 days they are deemed to have agreed that documents and information can be sent electronically.
For shareholder meetings, this means companies can send notices of meeting, shareholder resolutions and proxy forms etc. to shareholders electronically if the relevant consent has been given. Note that the company should also have agreed with shareholders the means of electronic communication to be used, e.g. email and/or making documents available via a website.
Companies may need to take advice regarding the whole area of electronic communication as there are many “grey” areas in the law, e.g. regarding email bounce backs or email attachments that cannot be opened etc. A company may wish to have an e-commerce policy in place to cover these areas.
A shareholder who has agreed to receive documents electronically can revoke their agreement at any time. A shareholder can also require the company to send a hard copy version of any document made available electronically, free of charge, within 21 days.