By Durrant Pate

The Jamaica Stock Exchange (JSE) has filed a petition in the Supreme Court on behalf of a group of listed companies, seeking permission to have them host their annual general meetings (AGMs) virtually.

The order is being sought for seven companies that are unable to host an AGM given the COVID-19 restrictions. They are NCB Financial Group, Jamaica Broilers Group, Wisynco Group, Caribbean Assurance Brokers KLE Group, Everything Fresh Limited and Ciboney Group.

The JSE’s application to the court also seeks an order for the Jamaican equities trading regulator to have its own upcoming extraordinary general meeting held virtually. The application is scheduled to be heard on November 25, 2020.

Similar application filed in June

This is the second time in four months that the JSE is petitioning the Supreme Court on behalf of a group of listed companies for permission to host their AGMs virtually. In June this year the JSE filed a similar application permitting 16 public companies to hold their AGMs fully or partly by electronic means.

The JSE was successful in that application, which was heard by High Court judge, Justice Kissock Laing. In its latest court action, the JSE is seeking an order with respect to seven companies to “host their AGM in a manner to be specified by the court involving live stream or electronic broadcast”.

In petitioning the Supreme Court, the JSE is arguing that that Jamaican law requires AGMs and other shareholders’ meetings be held “in person” allowing shareholders to discuss, debate and vote on matters and where it is impracticable to do so as a court order is required to hold the meeting by electronic means. The application is also based on the grounds that it is impracticable for the companies to hold their 2020 AGMs in person given the ongoing COVID-19 pandemic and the social distancing and other requirements imposed on citizens as a result of its effects.

If the application is successful, the seven listed companies would be permitted to call and hold their 2020 AGMs by live stream or broadcast using electronic means and allow their shareholders to participate and vote electronically either before or at the meetings.

The listed companies can serve their shareholders with notices for meetings and supporting documents by email or by postings on their websites or the JSE’s website. Among the 16 companies which previously got permission for virtual AGMs were JMMB Group Limited, Caribbean Cement Limited, Barita Investments Limited, Berger Paints Jamaica Limited, Lasco Distributors Limited, FosRich Company Limited, Lasco Financial Services Limited and Lasco Manufacturing Limited.

Main Event Limited, Mayberry Investments Limited, Sagicor Group Jamaica, Supreme Ventures Limited, the Jamaica Stock Exchange, Trans Jamaica Highway, Victoria Mutual Investments Limited and Wigton Windfarm Limited complete the list.

These 16 companies, which might otherwise have missed their deadlines for 2020 AGMs, now have up to December 31, 2020 to call these meetings. Companies that were not parties to the application will not be able to rely on the court order to either call their AGMs electronically or to serve notices and other relevant documents, as the court order permits.