SGX RegCo, SID, CSIS Jointly Issue Standard For Providers Of Virtual/Hybrid General Meeting Systems For SGX-listed Issuers

Published date08 December 2022
Subject MatterCorporate/Commercial Law, Corporate and Company Law, Contracts and Commercial Law, Shareholders
Law FirmRajah & Tann
AuthorMr Chia Kim Huat, Abdul Jabbar Bin Karam Din, Evelyn Wee, Tan Mui Hui, Raymond Tong, Cynthia Goh, Danny Lim and Howard Cheam

Introduction

On 24 November 2022, the Singapore Exchange Regulation ("SGX RegCo"), the Singapore Institute of Directors (SID), and the Chartered Secretaries Institute of Singapore (CSIS) jointly issued a standard to help issuers listed on the Singapore Exchange Securities Trading Limited ("SGX-listed Issuers") choose service providers for their virtual and hybrid general meetings ("GMs") so as to meet SGX RegCo's expectations regarding live engagement and voting at GMs that were set out in its Regulator's Column dated 23 May 2022, as well as the requirements of the relevant laws.1

The document titled Standard for Vendors of Virtual/Hybrid General Meeting Systems ("Standard") sets out the requirements and recommendations for the design, implementation, provision, maintenance, and continual improvement of systems that enable the holding of virtual and hybrid GMs by SGX-listed Issuers. They are particularly meant for the systems that support shareholders' rights to attend, participate in, ask questions at, and vote at, such GMs ("Virtual/Hybrid GM Systems").

This Update outlines the key aspects of the Standard, and talks about the relevance to SGX-listed Issuers and how SGX-listed Issuers can ensure that their service providers of the Virtual/Hybrid GM Systems comply with the Standard.

Applicability and Nature of the Standard

The Standard applies to vendors of the Virtual/Hybrid GM Systems and adoption of the Standard is voluntary. Although it is not compulsory for SGX-listed Issuers to only use vendors that comply with the Standard, SGX-listed Issuers are encouraged to take into account the Standard when they are selecting service providers for the Virtual/Hybrid GM Systems. Service providers who comply with the provisions of the Standard should be able to fulfil the typical requirements of enabling shareholders to vote and engage issuers effectively at virtual or hybrid GMs.

Service providers for the Virtual/Hybrid GM Systems who do not comply with the Standard are not subject to any penalty. However, service providers who choose to comply with the Standards will be perceived as meeting a certain level of reliability and therefore preferred by the SGX-listed Issuers.

Key Components of the Standard

The Standard covers:

  • Functional capabilities of the Virtual/Hybrid GM Systems. The Standard highlights some baseline features of these Virtual/Hybrid GM Systems which include, among other things:

    • ways for members of the SGX-listed Issuers to register their...

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