To hold a remote meeting will be easer

22 July 2021
On July 1, 2021, Federal Law No. 225-FZ of 28.06.2021 "On Amendments to Part One of the Civil Code of the Russian Federation" (the Law) aimed at improving and increasing the effectiveness of holding remote meetings came into force.

The last year of the pandemic has revealed the urgent need for legislative consolidation and settlement of issues related to holding meetings remotely. The adoption of the Law unambiguously solves some of the accumulated problems.

Firstly, the Law provides:

  • the possibility of remote participation in meetings using electronic/technical means for various forms of civil law communities, including general meetings of shareholders and participants. 
  • the possibility of combining an attendee meeting and remote voting.

At the same time, it is noted that in order to ensure remote participation in the meeting, the following conditions must be met:

  • the technical means should allow authentically determine who is taking part in the meeting;
  • technical means should allow the participant to take part in the discussion of the agenda and vote.

At the same time, it should be noted that the Law does not define criteria for establishing the authenticity of the identity of persons participating in the meeting. Moreover, it is not completely clear what technical means will be appropriate for discussion and voting. These circumstances may occur the new practical problems in the future.

Secondly, the amendments also affected the formalization of the minutes of meetings: now it should additionally include information about the method of remote participation in the meeting and cases of absentee voting – the date before which the documents containing information about the vote were accepted.  Also, if the meeting is held remotely or by absentee voting, it is possible not to specify the place of the meeting.

Instead of the minute itself, it is allowed to use other methods of confirming availability the holding of the meeting or absentee voting (for example, a video recording of the meeting). However, this method should ensure the storage and reproduction in an unchanged form of the information that the minute should contain (except for information about the signatories of the minute).

The Law applies to all meetings, the notification of which was sent after July 1, 2021.

Thus, the legislator made important changes aimed at eliminating the problems that most companies faced during the pandemic. The Law provides for a remote and mixed form of meeting, defines the criteria for such participation and updates the procedure for drawing up the minute.