JSE responds to challenges related to holding AGMs during COVID-19 restrictions

• May 24 2020
• http://www.jamaicaobserver.com/sunday-finance/jse-responds-to-challenges-related-to-holding-agms-during-covid-19-restrictions-electronic-agms-are-not-permissible-under-jamaican-law_194756

The traditional annual general meeting (AGM) season is underway for companies listed on the Jamaica Stock Exchange (JSE) with a year-end date of December 31, however the measures implemented by the Government to curb the spread of COVID-19 pose significant challenges for said companies to host these meetings, which are required under the Companies Act.

JSE posted on its website a statement in response to its listed companies' queries.

“Many companies have asked the JSE to provide guidance and leadership and some have sought to advise of their plans in the hope of ratification of same by the JSE. It is important for us to make it clear that the validity of the holding of an AGM is a matter of law and that the JSE cannot make an invalid meeting valid by ratification,” JSE stated.

It however noted the guidance offered by the Companies Office of Jamaica (COJ) on the matter which concludes and advises that:

1. A virtual or electronic AGM is not permissible under Jamaican law;

2. A combination of an on-site meeting combined with a virtual or electronic AGM is not permissible under Jamaican law, and

3. Companies wishing to proceed to hold AGMs should consider securing a court order under section 130(2) of the Companies Act which allows the court to direct how a meeting may be held where it is impractical to hold one in the legally prescribed manner.