As is the case in many other European countries, the Belgian Federal Government is trying to further mitigate the negative effects of the Covid-19 crisis on Belgian companies and associations in light of the current confinement measures.
Amongst other initiatives, it is preparing a draft act providing that shareholders’ meetings which must be convened before 19 April 2020, may be held either electronically or in writing (even if this is not provided for by the articles of association). The draft act also provides that the deadline to hold the upcoming annual shareholders’ meeting will be extended with ten weeks. Since the annual shareholders’ meetings of Belgian companies and associations with a financial year ending on 31 December must be held by 30 June at the latest, the deadline will be extended to 8 September 2020.
Further, until 19 April 2020, the (board of) directors may adopt decisions through unanimous written resolutions “under all circumstances”, i.e. even if the articles of association do not provide for the possibility to have written resolutions. Until that date, the (board of) directors may also deliberate and decide through electronic communications.
These dates may still change in the weeks to come, depending on further confinement measures taken by the Belgian Federal Government.