Keeping your board meetings going whilst in lockdown
- AuthorTim Field
As the country continues to be affected by the effects of Covid-19, I have been asked by a number of clients how they can continue to hold board meetings and effectively operate their company, whilst social distancing rules apply.
Fortunately, there are a number of steps that can be taken by a company so it can still hold an effective and compliant board meeting. The Chartered Governance Institute has also published some helpful guidelines.
The first thing a director should do is check the company’s articles of association to see if they contain any specific rules or prohibitions in respect of board meetings. When checking the articles of association, particular attention should be paid to sections that contain guidance around video conferencing, meetings held by telephone or other non-face to face means.
Providing there is no prohibition on video conferencing or other types of electronic meeting, the usual steps should be taken to call the board meeting. This will include providing notice of the meeting to the other directors, again following any specific rules set out in the company’s articles of association. You should make it clear to each board member how they join the meeting and, depending on the number of people to be involved, some guidance as to how to conduct may also be useful.
The Chair, Company Secretary or other person appointed for the purpose should continue to take minutes of the meeting, confirm that a quorum is present along with attendees and absentees. The minutes must still be retained by the company for a minimum of 10 years.
Whilst it may well be difficult for your business to operate during these testing times, maintaining good governance and regular board meetings is wise and will help directors demonstrate that they have fulfilled their duties.
Whether you’re working from home, or not, if you have any queries about holding board meetings at this time or other queries relating to the operation of your business please contact our expert business lawyers.
I’m working from home, but available to talk if you need me. If you have a question, I’d much rather you ask it and we spend some time having a free chat, than not.
There are enough things to worry about at the moment; don’t let that niggle be one of them – get in touch. I can be contacted on 01206 217366 or firstname.lastname@example.org.