News Release – 24 November 2022
SGX RegCo, SID, and CSIS map out service standards for companies’ virtual general meetings
Singapore Exchange Regulation (SGX RegCo), the Singapore Institute of Directors (SID), and the Chartered Secretaries Institute of Singapore (CSIS) today outlined standards for service providers that provide the systems that enable the holding of virtual and hybrid general meetings.
To ensure that such virtual or hybrid meetings can be conducted effectively, companies have to consider a myriad of issues when choosing their service providers. These standards cover the functional capabilities, general system availability levels, and recovery provisions of such systems. Details on the standards are here, and are also available on the websites of SID and CSIS. With the standards made public, companies and investors may understand better what the digital services that are used at their meetings can do and how robust they are.
The release of the standards is further to SGX RegCo’s clarification issued in May 2022 that companies that choose to conduct fully virtual general meetings must utilise both (i) real-time electronic voting and (ii) real-time electronic communication at their general meetings. The Ministry of Law had in April 2020 introduced temporary legislative relief (the “Order”) allowing entities to hold general meetings via electronic means amid the COVID-19 situation. The Order continues to be in force until the Ministry revokes or amends it.
The standards were developed with input from stakeholders across the market community and reflect the view that service providers that meet these standards would be able to fulfil the typical requirements of enabling shareholders to vote and engage companies effectively at virtual or hybrid shareholder meetings. SGX RegCo, SID and CSIS encourage all service providers of such virtual/hybrid general meeting systems to adopt these standards. We also encourage all issuers to have regard to this set of standards, when choosing service providers for their virtual/hybrid shareholder meetings.
SGX, SID and CSIS wish to thank the Securities Investors Association (Singapore) and The Law Society of Singapore which provided invaluable insight towards the development of these standards, and service providers of virtual/hybrid general meeting systems Lumi Global (Singapore) and Azeus Systems Limited, for providing technical advice.
“As the world moves towards increasing digitalisation, we expect that the legal and regulatory regime surrounding the holding of shareholder meetings will progressively evolve to permit such meetings to be held in virtual and/or hybrid forms. Such meetings may increase shareholder access and engagement. It is our hope that this set of standards will help assure issuers of the adequacy of the systems they use in order to hold such meetings,” said Tan Boon Gin, CEO of SGX RegCo.
“A well-conducted shareholder meeting is both the start and the foundation of stakeholder engagement. To this end, companies should view shareholder meetings as valuable opportunities and avenues to better engage with shareholders and understand investor expectations. As the national association of directors, Singapore Institute of Directors is pleased to support this set of standards as providing a necessary technological baseline to enable boards to engage shareholders effectively at virtual or hybrid shareholder meetings,” said Adrian Chan, Vice-Chair, SID.
“With the prevalence of virtual and/or hybrid shareholder meetings, the release of this set of standards for the service providers is timely. Not only do the standards set out the technological requirements for the service providers, it will also help the users (listed companies and their investors) to better understand the capabilities and functionalities of such systems. Following the launch of this set of standards, management and company secretaries of listed companies will have a clear framework to refer to in the selection of service provider for virtual and/or hybrid shareholder meetings,” said Raymond Lam, Chairman, CSIS.
About Singapore Exchange (SGX Group)
We are Asia’s leading and trusted securities and derivatives market infrastructure, operating equity, fixed income, currency and commodity markets to the highest regulatory standards. We also operate a multi-asset sustainability platform, SGX FIRST or Future in Reshaping Sustainability Together (sgx.com/first).
We are committed to facilitating economic growth in a sustainable manner leveraging our roles as a key player in the ecosystem, a business, regulator and listed company. With climate action as a key priority, we aim to be a leading sustainable and transition financing and trading hub offering trusted, quality, end-to-end products and solutions.
As Asia’s most international, multi-asset exchange, we provide listing, trading, clearing, settlement, depository and data services, with about 40% of listed companies and over 80% of listed bonds originating outside of Singapore. We are the world’s most liquid international market for the benchmark equity indices of China, India, Japan and ASEAN. In foreign exchange, we are Asia’s leading marketplace and most comprehensive service provider for global FX over-the-counter and futures participants. Headquartered in AAA-rated Singapore, we are globally recognised for our risk management and clearing capabilities. For more information, please visit www.sgx.com.
About Singapore Institute of Directors (SID)
The Singapore Institute of Directors (SID) is Singapore’s national association for company directors. Formed in 1998, its mission is to uplift the directorship profession and champion good governance. Its membership comprises board directors, company leaders, and professionals with an interest in corporate governance.
SID provides a comprehensive training curriculum that covers the spectrum of professional developmental needs of directors including the Listed Entity Director programme for newly-appointed directors and the Governance for Outstanding Organisation Directors programme for directors of nonprofit boards. In its advocacy for good governance, SID curates thought leadership and benchmarking research and indices on corporate governance and directorship issues, and provides a one-stop information resource on governance-related matters. It connects the director community via initiatives such as mentoring and networking, and provides a range of services for boards including board appointments, board listings and board evaluations.
For more information, please visit www.sid.org.sg.
About Chartered Secretaries Institute of Singapore (CSIS)
The Chartered Secretaries Institute of Singapore (CSIS) was established in 1961 and is a not-for-profit professional institute registered with the Registry of Societies. CSIS sets the professional standards for Singapore Chartered Secretaries and governance professionals and promotes effective governance and administration of organisations in the corporate and not-for-profit sectors.
CSIS strongly advocates good practices and thought leadership through guidance and education for its members. It also creates awareness of the high standards of governance which are essential in these sectors. The members of CSIS include Chartered Secretaries, governance professionals and business executives in governance, ethics and compliance functions.
For more information, please visit www.csis.org.sg.
Marketing & Communications
 All issuers holding their annual general meetings for financial years ending 30 June 2022 or after, as well as issuers holding any other general meeting on or after 1 October 2022 to seek shareholder approval for corporate transactions must take into account these expectations.
 The COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings) Order https://sso.agc.gov.sg/SL/COVID19TMA2020-S269-2020
 Please refer to the 7 April 2021 SGX announcement titled “Extension of Temporary Legislative Relief for Conduct of General Meetings via Electronic Means Beyond 30 June 2021”, available via the following web-link: https://www.sgx.com/media-centre/20210407-extension-temporary-legislative-relief-conduct-general-meetings-electronic.
The press release can be found on SGX’s website here.