As the Covid 19 pandemic situation continues to have an impact on the sound governance of companies and other legal persons, a bill of law has been filed on 24 November 2021 to extend the possibility for companies to hold their general meetings and other necessary meetings without physical presence.
It is of paramount importance to bear in mind that the holding of general meetings or any other governance meetings of a company or other legal entity mostly involves international travel, which is even more the case for Luxembourg companies whose shareholding is very often international. Therefore, considering that these travels are likely to be more difficult depending on the constraints and rules of the various countries, thereby complicating the exercise of voting rights by shareholders, and that no disadvantage has emerged from the concrete and practical application of the rules introduced by the Grand-Ducal Regulation of 20 March 2020; and finally, as no one can predict the evolution of the pandemic situation, the bill of law intends to propose to extend the measures of the law of 23 September 2020 beyond 31 December 2021 until 31 December 2022.
In doing so, the bill of law intends to provide legal certainty for companies with regard to the possibility of holding general meetings by videoconference or written resolutions where the articles of association do not provide for this option. It is therefore necessary to extend the right to hold virtual meetings of governance bodies and general meetings.
We will keep you informed when the law will be voted and come into force.
For further information, you can contact Pierre-Alexandre Degehet by sending an e-mail to firstname.lastname@example.org
A translation in French is available: "Tenue des réunions dans les sociétés et autres personnes morales"