[Last updated: 1 January 2024, unless otherwise noted]
Unless prohibited by relevant laws and regulations in the jurisdiction of its incorporation, an issuer which is primary-listed on SGX-ST must hold all its general meetings at a physical place in Singapore, or at a physical place in Singapore while using technology that allows a person to participate in a meeting without being physically present at the place of meeting. Issuers who hold general meetings outside Singapore, such as if they are required to do so by the laws and regulations of their country of incorporation, must allow shareholders in Singapore to participate using virtual meeting technology, unless prohibited by restrictions in their jurisdictions or constitutions. Issuers who hold general meetings outside Singapore without allowing shareholders in Singapore to participate using virtual meeting technology should also hold information meetings for the shareholders at a physical place in Singapore, to provide an avenue to interact directly with the Board and management of the issuers as they would at the general meetings.
Where virtual meeting technology is used, an issuer must have processes for the registrar to verify and authenticate the identities of shareholders attending meetings using virtual meeting technology, provide real-time remote electronic voting and real-time electronic communication to enable shareholders to follow the proceedings and enable questions to be raised and answered. These are to be provided at no cost to shareholders.
In addition, an issuer must make arrangements satisfactory to SGX-ST, in order to enable shareholders in Singapore to register their shareholdings promptly. A Singapore share transfer agent and share registrar is typically appointed for this purpose. The registrar would be responsible for maintaining the register of shareholders.
Notices convening general meetings must be sent to shareholders at least 14 calendar days (or 21 calendar days if special resolutions are proposed) before the general meeting, containing information relating to details of the general meeting and instructions relating to participation, documents, questions and voting. In particular, shareholders must be given the opportunity to ask written questions and should be allowed at least seven calendar days after the publication of the notice of general meeting to submit their written questions prior to general meetings. The issuer must respond to all substantial and relevant comments or queries promptly, either prior to the general meeting through publication on SGXNET (and, if available, the issuer's corporate website), or during the general meeting, but in either case at least 48 hours prior to the closing date and time for the lodgment of proxy forms so as to facilitate shareholders' votes.
