Below is an excerpt from ISS’ recently released report titled Virtual and Hybrid General Meetings in Nordic Countries. The full report is available to institutional subscribers by logging into ProxyExchange then selecting the Knowledge Center and its Library tab and to corporate subscribers by logging into Compass then selecting Governance and the Governance Library or Governance Exchange tab.
If you are not a subscriber, you can download a copy of the full report here.
Electronic general meetings have deep roots in many Nordic countries. Denmark and Iceland, for example, have permitted electronic participation in both in-person and virtual-only general meetings since the 2000s. However, the COVID-19 pandemic necessitated a need for lawmakers across the region to enact temporary legislation to remove barriers to holding general meetings virtually. In some countries, such as in Finland, Sweden,and Norway this meant allowing virtual-only general meetings which had not been permitted prior to the pandemic. In other countries, such as Denmark, the temporary legislation further relaxed the requirements for virtual-only meetings in an effort to reduce the number of public gatherings. Legislators in some Nordic countries have since revisited their respective companies acts to facilitate electronic participation in meetings and to allow virtual-only meetings post-pandemic.
On Oct. 10, 2022, ISS announced the results of the ISS Global Benchmark Survey in which respondents involved with Continental European markets were asked if they considered it a problematic diminution in shareholder rights for a company to hold virtual-only annual general meetings (AGMs) going forward. While the responses from investors and non-investors differed significantly from each other, almost half of the respondents in both groups agreed that virtual-only general meetings are not a diminution in shareholder rights if safeguards are in place. With this common ground, it is worth reviewing the status of virtual general meetings in the Nordic countries and how shareholder rights are considered in each market.
The first section of the report summarizes the market context in Denmark, Finland, Norway, Sweden, and Iceland with respect to the regulatory framework for hybrid and virtual-only meetings, focusing on the regulatory developments as of mid-2024. The second section discusses how companies in Denmark, Finland, Iceland, and Sweden have utilized the opportunity to organize virtual and hybrid general meetings.
If you are not a subscriber, please contact sales@iss-stoxx.com (for institutional investors) or contactus@isscorporatesolutions.com (for corporations) to learn more about accessing bespoke governance research.
By: Oona Huttunen
