COVID-19: ZSE issues AGM & EGM recommendations

The Zimbabwe Stock Exchange (ZSE) has issued recommendations to listed companies on the holding of annual and extraordinary general meetings (AGMs and EGMs) in the wake of COVID-19 lockdown regulations which restrict public gatherings to 50 people.

Zimbabwe is under indefinite Level Two lockdown.

Listed companies are mandated as part of the listing requirements to hold AGMs and EGMs attended by shareholders before important decisions could be made.

“The Zimbabwe Stock Exchange Limited (“ZSE”) has received various representations from the market concerning the challenges of convening Annual General Meetings and Extraordinary General Meetings in the current environment,”Justin Bgoni, ZSE chief executive officer,” said in a statement.

“As such, the ZSE encourages Issuers to convene virtual or electronic meetings in line with section 170 (10) of the Companies and Other Business Entities Act, Chapter 24:31. This, however, does not prohibit Issuers from convening physical meetings where appropriate.

He added: “In the event that an Issuer chooses to hold a physical meeting, the Issuer should follow Public Health Guidelines as stipulated by the Government of Zimbabwe.”

As part of the recommendations, the local bourse said where the Issuer chooses to convene a virtual or electronicmeeting, the platform chosen should among other things allow for identification of the shareholders or their proxies, recording of the attendance register, allow shareholders or their proxies to fully participate in the meeting and provide for shareholders or their proxies to cast their voteselectronically.

“The system/ application must be auditable in every respect should any dispute arise; the system/application must be secure and encrypted to mitigate the risk of hacking,” said Bgoni.

“Where an Issuer chooses to convene a physical meeting, the Issuer mustfollow Public Health Guidelines as stipulated by the Government ofZimbabwe.”

These include ensuring that not more than fifty (50) individuals at a time aregathered for that purpose, making sure every individual at the gathering complies with the social andphysical distancing rules and that every individual at the gathering wears a mask among other related factors.

“Ensure availability of alcohol based sanitisers for all attendees; temperature checks must be done at points of entry; collection of individual information of attendees to assist in contacttracing in the event of infections,” emphasized Bgoni.

“We encourage everyone to take the necessary precautionary measures and bevigilant during this trying time.”

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