Under the Companies Act 1967 (“CA“) (for companies incorporated in Singapore) and the SGX-ST Listing Rules, issuers are required to hold a general meeting after the end of each financial year (“annual general meeting“). Additionally, issuers may hold general meetings at any other point in a year. Where a shareholder (or shareholders acting together) (“requisitionists“) wish to draw certain matters to the attention of other shareholders, they may requisition a general meeting to put resolutions before other shareholders.
On 27 April 2023, the Singapore Exchange Regulation (“SGX RegCo“) issued a Regulator’s Column on “What boards and requisitionists should take note of in shareholder-requisitioned meetings”. The column elaborates on SGX RegCo’s expectations of an issuer’s board of directors (“Board“) and shareholders in shareholder-requisitioned meetings (“Requisitioned Meetings“) to ensure that the interests of shareholders are protected, setting out:
- How a Requisitioned Meeting may be convened, noting that it may be convened by either the Board or the requisitionists;
- Actions that requisitionists should take to requisition a meeting; and
- Actions that Boards should take upon receiving a requisition.
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