A report by business law firm Mason Hayes & Curran (MHC) LLP has found that 36% of Irish-listed companies held a closed annual general meeting (AGM) last year due to COVID-19 restrictions.

The firm’s AGM Season Report 2020 said the pandemic’s global impact began to be felt at the beginning of the traditional AGM season.

Some companies went ahead with their AGMs under alternative arrangements with a restricted attendance, while others deferred their meetings until later in the year.

'Unique' season

56% of companies covered by the report strongly encouraged their shareholders not to attend the AGM, while 36% held a closed AGM. 8% held their AGM before pandemic restrictions were in place.

MHC senior associate Anne Harkin described the 2020 AGM season as “unique”, as companies also had to grapple with the logistics of their AGMs, taking into account public-health concerns, while at the same time complying with legislative and regulatory requirements.

She said the Companies (Miscellaneous Provisions) (COVID-19) Act 2020, which commenced on 21 August 2020, made temporary amendments to the Companies Act 2014.

“Prior to this act, virtual meetings were not permissible under Irish law and companies had no intrinsic power to ensure that shareholders did not attend the physical AGM,” Ms Harkin said.

Boardroom culture

The amendments, which have now been extended to 9 June 2021, allow an Irish company to hold a true virtual general meeting with no physical venue for the first time, said MHC partner Justin McKenna.

The MHC report also finds that 29% of board seats on Irish-listed companies were held by women last year, up from 25% in 2019. Ms Harkin described the increase as “good news”, but said there was still work to be done to change the nature of boardroom culture.

The report also shows that only 36% of companies declared a dividend this year, compared with 54% last year, with three companies withdrawing a proposed dividend resolution in light of COVID-19.