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Possibility for companies and associations to postpone their annual meetings

Ministry of Justice 16.4.2020 13.58 | Published in English on 16.4.2020 at 16.29
Press release

The Government proposes temporary legislation that would allow companies, cooperatives and associations to hold their statutory meetings despite the coronavirus epidemic and the related restrictions on gatherings while still observing health protection requirements. The amendments are proposed to remain in force until the end of September.

According to the proposal, general meetings of companies and cooperatives, meetings of associations, and other similar meetings specified in the law could be postponed and held by the end of September. However, the boards of directors of these corporations should prepare the financial statements by the end of June at the latest.

“The management of the coronavirus epidemic requires exceptional measures from society. We must, however, strive to minimise the adverse effects of these measures. That is why the Government is now proposing arrangements that would make it easier for companies and associations to hold their meetings and thus prevent their statutory activities from being jeopardised by the coronavirus crisis,” says Minister of Justice Anna-Maja Henriksson.

The proposed legislative amendments would also make it easier to hold meetings by allowing remote participation and use of proxies. According to the proposal, a general meeting of a listed company could be held as a remote meeting only, if the board of directors so decides. Participation in a meeting of a cooperative and a registered association by using a representative would be allowed, subject to certain restrictions. According to the proposal, the board of directors of a cooperative or an association could also allow its members to participate remotely even in cases where the rules of the corporation explicitly prohibit or do not allow remote participation.

The proposed amendments would also apply, for example, to meetings of representative assemblies and cooperative meetings of cooperative banks, and to insurance associations and insurance funds.

The purpose of the proposed amendments is to ensure smooth and safe decision-making in corporations during the coronavirus epidemic. In addition, by postponing their meetings, corporations could better prepare for the use of the methods of remote participation already permitted by law.

It is proposed that the Act enters into force as soon as possible. The plan is for the temporary legislation to remain in force until the end of September.

Inquiries:

Jyrki Jauhiainen, Senior Ministerial Adviser, tel. +358 295 150 074, [email protected]

Markus Tervonen, Senior Ministerial Adviser, tel. +358 295 150 558, [email protected]

Government decisions (in Finnish)