The general meeting is a social body in which the shareholders’ will is generated and where the shareholders can exercise their rights. Please follow the next recommendations to be well prepared to the general meeting.
1. ¿What do you have to do if you cannot attend the general meeting of shareholders?
You should grant a power of attorney to the person you want that represents you and it should not be necessary that the person be other shareholder, but it is necessary his/her prior knowledge about the general meeting issues.
The appointment shall require:
- The representation should be stated in writing for each meeting but it also may be valid to the second call of the same meeting (if is the case).
- Depending on the desire of the shareholder, the representation may include the exercise of the right of vote or additionally the sense of the vote.
The Bylaws may provide any other formality or any limitation to the powers of the representation (for instance, the requirement that the representation must be only carried out by other shareholder). Nevertheless, it is prohibited to exclude as representatives the spouse, ascendants, descendants, or a trustee, with wide powers of attorney to administer all the property of the represented shareholder, granted by deed.
2. What if the shareholder wants to exercise his/her right of vote by regular mail, electronic delegation, or any other mean of distance communication?
It is important to guarantee the identity of the shareholder who delegates, and it is also essential the existence of the proper signature. For that reason, it is recommended certified mail or recognized electronic signature.
3. How can I include a specific matter within the notice of the general meeting?
It is possible to request for the complement of the notice of the General Assembly within the next five days of its publication, if the shareholder considers that some items must be included.
4. The respect of minority shareholders’ rights to avoid objections
You should report any matter considered important to the minority shareholders respecting their right of information, and to ease their access to the documents related to annual accounts, accounting documents, bank and tax documentation of the company (if is the case).
5. Additional recommendations
- To verify the identity of the people who will attend the general meeting
- To set previous meetings with the people who will direct the shareholders meeting
- To respect the interventions of every shareholder during the meeting
- To verify the content of the minutes of the General Shareholders Meeting. In this sense, it is possible to exercise the powers of intervention to control the drafting of the referred minutes (art. 202 of the Spanish Corporation Law LSC).