In Short
The Situation: In light of the public health
and safety concerns associated with the current global COVID-19
pandemic, public companies across the country are taking steps to
hold their upcoming shareholder meetings as virtual meetings or
allow remote participation to protect both shareholders and the
companies' employees and directors. Furthermore, California and
many of its counties and cities are currently operating under
"stay-at-home" and "shelter-in-place" orders
that may restrict in-person or hybrid shareholder meetings.
The California Corporations Code, however, makes holding virtual
meetings very difficult, as it imposes a requirement that each
shareholder participating electronically must provide unrevoked
consent to the use of electronic means to communicate with that
shareholder and further imposes onerous requirements on obtaining
consent from individual shareholders. In addition, a California
corporation is required to provide written notice
