Extension of the right for companies to hold meetings without physical attendance until 31 December

A new law has been adopted and published on 30 June 2021 to extend, with immediate effect, until 31 December 2021 the measures contained in the amended law of 23 September 2020. Such measures which aim to facilitate the holding of (1) general meetings and (2) meetings of other bodies of companies in the context of the ongoing Covid-19 pandemic, remain unchanged:

1. General meetings

According to the amended law of 23 September 2020, a company may, even if the articles of association do not provide for it and regardless of the number of participants required for its general meeting:

hold any general meeting without physical attendance; and
 impose to its shareholders or partners and to the other participants to participate and exercise their rights by a written ballot paper, in electronic form or by videoconference.

A shareholder, a partner or any other participant may also participate in the general meeting and exercise his/her rights through the intermediary of a proxy appointed by the company.

2. Meetings of other bodies of companies may be held, without physical presence, by written circular resolutions or videoconference.

Furthermore, the same law of 30 June 2021, amending the law of 19 December 2020 on the temporary adaptation of certain procedural provisions in civil and commercial matters, extends the suspension of the one-month deadline to declare bankruptcy until 31 December 2021.

If you have any questions regarding the above, please liaise with your usual Linklaters contact.

Nicolas Gauzès Partner / Luxembourg

Rémy Bonneau Partner / Luxembourg

Manfred Müller Partner / Luxembourg