Business Corporations Act Specific Information

Last updated on June 30, 2022

Companies Incorporated under the Business Corporations Act:

Location of meetings (in-person/partially electronic) (Section 166):

Meetings of shareholders must be held in BC unless:

  • Another location is stated in the articles, or
  • The meeting place has already been approved by the Registrar of Companies, or 
  • The articles do not restrict holding meetings outside BC and
    • It is approved by resolution required by the articles, or 
    • If no resolution is required under the articles, by ordinary resolution

The above does not apply to fully electronic meetings.

Notice of Meetings (Section 169):

Companies must give notice of a general meeting by sending out the date and time and the location of the general meeting a minimum of 10 days before the meeting is held. Notice can be given up to 2 months before the meeting. A company may choose to make other rules about meeting notices that are included in its articles.

If the meeting is an electronic meeting, the notice of the meeting must contain instructions for attending and participating in the meeting by telephone or other communication mediums. Instructions on how to vote at the meeting must be included if a vote will be held.

Participation in Meetings (Section 174):

Shareholders or proxy holders who are entitled to participate may do so by telephone or another medium. However, companies can restrict which medium can be used in their articles. Companies that hold partial or full electronic meetings must permit and facilitate electronic meetings for their shareholders and proxy holders. 

NOTE: The above are only general guidelines that can be found in the Business Corporations Act. Please check the articles and memorandum of your company for more specific details on electronic meetings and what your company permits. 

Disclaimer

This content is not intended to replace the relevant acts or legal advice.