Holding Annual General Meetings (AGM) or special shareholder meetings are critical events to engage with your investors and discuss opportunities and challenges which face your business. It’s also one of the more time consuming and expensive endeavors you will undertake.
Working with an experienced team of subject matter experts will ensure the meeting is run in a seamless manner from start to finish, while also remaining compliant with all of your requirements as a public or private company. The team members at Capital Transfer Agency have been a part of hundreds of successful shareholder meetings, both virtually and in-person, and would love the opportunity to guide your company through the process from start to finish.
Our Meeting Services Include:
- Complimentary Meeting Scheduler (bottom of this page);
- Printing, Mailing, and E-Delivery of meeting materials to both registered and NOBO holders;
- Proxy Administration and Tabulation;
- Online proxy voting and tabulation;
- Virtual Meeting Planning;
- Meeting venue selection; and
- Scrutineering (both virtual and in-person).
Take the bull by the horns and use your meeting as an opportunity to put your best foot forward with your shareholders and even attract new investors! Give us a call today to discuss how CTA can guide you through this process seamlessly.
Let CTA Host Your Virtual AGM
Virtual Annual General Meetings are conducted entirely through electronic means over the Internet, with no physical meeting location or in-person attendees, and are especially important in today’s digital age of social distancing.
Who Can Hold a Virtual Meeting?
While this is dependent on the Issuer’s corporate statute, articles, and by-laws, the following incorporated entities should have the flexibility to hold virtual meetings:
• Ontario (OBCA) or Québec (QBCA) generally have the flexibility to hold virtual AGMs
• Canadian Federal (CBCA) or Alberta (ABCA) must have express authority in their by-laws to conduct a virtual AGM
Why Work With CTA?
• Meets Regulatory & Exchange Requirements
• Complete AGM Hosting, Management & Reporting
• Economical – In Line with Standard AGM Costs
• Tailored, Flexible & Adaptive Solution
• Addresses Corporate and Public Concerns Over Covid-19
• Opportunity for Greater Shareholder Engagement
NOTICE & ACCESS
Under National Instruments 54-101 and 51-102, the CSA introduced the concept of Notice & Access (N&A) that allows issuers to mail a single notice outlining the meeting date, time, venue and provide information on how to access the proxy materials online for their Annual Meeting mail packages.
N&A has several benefits, namely:
- Reduction in printing and postage costs
- Reduced environmental impact – no need to print high volumes of materials
When an issuer is determining whether N&A is right for them; the following should be considered:
- Record date must be set no less than 40 calendar days prior to your meeting date.
- Mailing date must be no less than 30 calendar days prior to your meeting date.
- The proxy package must include a Notice and the Proxy or Voting Instruction Form.
- Holders must have the ability to request a full proxy package at no charge to them, for a 1-year period.
- Any requests for materials received before the meeting date must be fulfilled within 3 business days. Fulfillment must be completed within 10 calendar days for requests after meeting date.
- Proxy materials must be posted on SEDAR and a non SEDAR site for a 1-year period from the date of the mailing.
Using Notice & Access is dependent on the place of incorporation as the various Business Corporations Acts provide proxy mailing requirements. We encourage you to contact your legal counsel to determine your specific requirements.
|Step||Required Activities||Calculated Date|
Notice of Meeting & Record Date to be filed on SEDAR (CSA and Exchange)
Notice of Meeting & Record Date Filed with CDS
|2.||Search requests to Intermediaries (to obtain Beneficial Holders mailing counts)|
|3.||Meeting Publication in Newspaper (2)|
|5.||Delivery of bulk Proxy Materials to Broadridge Canada||(6)|
|6.||Delivery of bulk Proxy Materials to other Intermediaries|
|7.||Mailing Proxy Materials to Registered Securityholders (and NOBOs if mailing directly) (5)|
|8.||Intermediary Proxy Material Mailing to Beneficial Holders|
|9.||Proxy Voting Cut-Off Date|