Public Company Virtual Annual Meetings: The 2020 Watershed and Path Forward

摘要

Although "virtual-only meetings" of shareholders of public companies have been permissible since 2001, an explosion occurred in 2020 due to the COVID-19 pandemic when 80 percent of S&P 500 public companies held "virtual-only meetings" in April to May 2020 compared to only 12 percent in the first quarter of 2020. This article examines the legal landscape for virtual-only meetings, including various emergency orders and lawmaking implemented by certain state governors and legislatures, as well as the historical views of leading proxy advisory firms and institutional investors toward virtual-only meetings compared to the evolved views during the pandemic, and explores the pragmatic lessons learned and best practices for holding virtual-only and hybrid meetings going forward.