On March 13, 2020, the Securities and Exchange Commission (SEC) published SEC staff guidance to assist public companies as they prepare for their upcoming annual shareholder meetings and respond to the public health concerns related to the coronavirus (COVID-19). The SEC guidance provides flexibility to companies seeking to change the date and location of annual shareholder meetings and to use a “virtual” shareholder meeting to avoid the need for in-person shareholder attendance, without requiring companies to amend their proxy materials or incur the cost of additional physical mailing of proxy materials, including the proxy card. In this alert we address state law issues, SEC proxy rules and practical considerations for companies deciding whether to change the location of their meetings, or hold virtual-only or hybrid annual meetings.

View this Governance & Securities Alert.