As the novel Coronavirus (COVID-19), continues to hit investors across the world, the Nigerian Stock Exchange (NSE) has advised listed companies intending to hold their Annual General Meetings (AGMs) to put in place adequate precautionary measures to ensure the safety of stakeholders at the meetings. This is coming after the Nigeria Centre for Disease Control (NCDC) issued a guidance document on safe mass gatherings in Nigeria.
The Exchange, in a circular noted that it was aware that some listed companies have already scheduled their AGMs to hold in the near future, adding that companies are advised to adopt the safety procedures provided by the NCDC in preparation for their AGMs and these procedures should be adequately communicated to all invitees to the AGM.
This it said is in pursuant to the provisions of Rule 19.1: Rules Relating to Board Meetings and General Meetings of Issuers, Rulebook of the Exchange, 2015 (Issuers’ Rules).
It said, “For listed companies that wish to postpone their AGMs or are yet to schedule their AGMs, the Exchange wishes to draw their attention to Rule 19.4(d) Responsibility of the Directors/Trustees in relation to General Meetings, Rulebook of the Exchange, 2015 (Issuers’ Rules), which provides that “if an Issuer fails to hold its annual general meeting within nine (9) months from the end of its financial year end or within such extended period as may be approved by the Corporate Affairs Commission;
The issuer shall file a report with the Exchange within ten (10) business days of the end of the stipulated period explaining the reasons for their default; and they shall make an announcement in that regard in at least two (2) national daily newspapers within five (5) business days of receiving the Exchange’s approval to make the announcement”
This the Exchange said is in pursuant to Section 213(1) of the Companies and Allied Matters Act, L.F.N 2004 (CAMA) which provides that “Every company shall in each year hold a general meeting as its annual general meeting in addition to any other meetings in that year, and shall specify the meeting as such in the notices calling it; and not more than 15 months shall elapse between the date of one annual general meeting of a company .