Knowledge Highlights 28 April 2021

The Ministry of Law (“MinLaw”) has extended beyond 30 June 2021 the duration of the Orders issued under the Covid-19 (Temporary Measures) Act 2020 which enable entities to hold meetings via electronic means (“Meetings Orders”). In a press release issued on 6 April 2021, MinLaw announced that the Orders will continue to be in force until they are revoked or amended. The extension will provide entities with greater legal certainty to plan their meetings and the option to hold virtual meetings to minimise physical interaction amid the Covid-19 situation.

Background

The Meetings Orders enable various types of entities to convene, hold or conduct meetings through electronic means, even if this is not allowed under the written law or legal instrument which provides for the meeting. MinLaw had earlier announced that the Meetings Orders would apply for the period starting on 27 March 2020 and ending on 30 June 2021.

Duration of the Meetings Orders

With the amendments, the Meetings Orders will now extend beyond 30 June 2021, until they are revoked or amended by MinLaw. MinLaw states that the Meetings Orders will not end earlier than 31 December 2021, and are envisaged to continue being in force for at least as long as the Covid-19 (Temporary Measures) (Control Order) Regulations 2020 are in force.

To provide certainty to entities organising meetings, MinLaw has indicated that it will provide at least six months’ advance notice before the alternative arrangements for the conduct of meetings cease to be available. This will cater to entities that have relied on a Meetings Order to make early preparations for meetings, before the end date is announced.

The types of meetings to which the extended Meetings Orders apply include the following:

  • General meetings of companies, variable capital companies, business trusts, unit trusts and debenture holders. The Accounting and Corporate Regulatory Authority and Singapore Exchange (“SGX”) have announced that issuers may continue to utilise the Checklist for the Conduct of General Meetings which guides entities on the conduct of their general meetings.
  •  General meetings of management corporations (including for the purposes of a collective sale) and subsidiary management corporations, and meetings of collective sale committees. More information is provided in the Building and Construction Authority circular on Convening of General Meetings via Alternative Electronic Means amid Covid-19 issued on 7 April 2021. 
  • General and board meetings of charities and registered societies. More information is provided in the revised Guide on Conduct of Meetings by Charities Amid Covid-19 and revised FAQs on How to Conduct Virtual Meetings issued by the Commissioner of Charities and Chartered Secretaries Institute of Singapore on 6 April 2021. 
  • Bankruptcy and insolvency-related meetings.
  • General meetings of co-operative societies and mutual benefit organisations. 
  • Meetings of trade unions and their executives and branches.
  • Meetings of Town Councils and committees of Town Councils. 
  • Meetings of school management committees and school governing boards.

Reference materials

The following materials are available on the MinLaw website www.mlaw.gov.sg and the SGX website www.sgx.com:

The following subsidiary legislation is available on Singapore Statutes Online sso.agc.gov.sg

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