Holding of meetings and assemblies: further extension of order no. 2020-321 until July 31, 2021

The measures taken for holding meetings and assemblies to address the Covid-19 pandemic are being extended

OrdinanceNo. 2020-321 of March 25, 2020, taken pursuant to Article 11 of Law No. 2020-290 of March 23, 2020 on emergency measures to address the Covid-19 pandemic, allowed companies to adapt their rules for convening and informing shareholders, as well as their rules for participation and deliberation in meetings and governing bodies of legal persons and entities without legal personality under private law, during this exceptional period.

This order notably allowed companies to hold a meeting "behind closed doors" and to generalize the use of videoconferencing or written consultation of partners, including for annual general meetings to approve accounts.

Since March 2020, the government has repeatedly extended the application of these exceptional provisions due to the continued " administrative measures limiting or prohibiting travel or collective gatherings for health reasons" which prevent members from being physically present at the assembly or meeting in question.

By order no. 2020-1497 of December 2, 2020, supplemented by implementing decree no. 2021-255 of March 9, 2021, the provisions of order no. 2020-321 of March 25, 2020 are now applicable to assemblies and meetings of collegial administrative, supervisory and management bodies held until July 31, 2021.

This order is therefore applicable to all annual general meetings for the approval of accounts intended to be held until July 31, 2021.

However, the three-month extension of the period during which the annual general meeting for approval of the accounts was to be held was not maintained, due to the lack of extension of Order No. 2020-318 of March 25, 2020.

Thus, for all closings occurring on December 31, 2020, the approval of the accounts must take place within six months following the closing of the accounts in accordance with the Commercial Code (This concerns SARLs (art. L 223-26) and EURLs (art. L 223-31, para. 2), SAs (art. L. 225-100-I, para. 1), SNCs (art. L 221-7 para. 1) and SASUs (art. L 227-9, para. 3)).