18 Sep Approval of the holding of Partners or Shareholders Assemblies as well as Sessions of Management Bodies of commercial companies, in a virtual way.
Given the restrictions caused by COVID-19, which brought a greater need for the use of electronic means in daily life, the Senate approved this past September 12th a series of amendments to the General Law of Commercial Companies to allow the holding of Assemblies and Corporate Meetings through electronic means and in this way expedite and give full legal certainty to their celebration.
With the proposed and approved amendment, the aim is to enable the holding of Assemblies and meetings of either the administrative or surveillance body, by electronic means such as video calls, as a means equivalent to their in-person celebration, recognizing the same validity and legal effects. Thus, it is possible to hold them either fully or partially with virtual or face-to-face assistance with any electronic means.
Virtual meetings will require the use of a tool that facilitates communication between members and allows their simultaneous participation, being held through a telephone conference or videoconference. Attendance and voting by all parties entitled to vote will be required for the holding of the Assembly.
To make this possible, there must be mechanisms that allow access, the accreditation of the identity of all attendees, their votes and that it is possible to generate the necessary evidence to ensure the legality of these meetings.
It also considers the use of digital media for calls, facilitating communication between members and will be done by publishing a notice in the electronic system of the Secretariat of Economy.
The possibility of conducting the Assemblies in a fully virtual or mixed manner may be contemplated in the corporate bylaws. In addition, it is important to ensure that the corporate bylaws do not restrict the holding of assemblies remotely.
This is a promising amendment that can optimize, expedite, and facilitate decision-making by holding Assemblies for partners of a company, so we will be waiting for the publication of the final text in the upcoming days.
Should you have any questions or comments, please do not hesitate to contact us.
Contact
Jesús Bueno
Liliana Torres
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