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The use of remote ballot papers at shareholder meetings

The use of remote ballot papers at shareholder meetings

Publicado em:
14
/
07
/
2023

In the corporate world, shareholder meetings play a fundamental role in making important decisions for companies. At these meetings, shareholders exercise their right to vote on issues important to the organization, contributing ideas and suggestions, evaluating their performance and protecting the investment made. However, it may happen that the process that begins from the convening of the meetings to the proper recording of the votes and respective deliberations ends up being neglected.

A well-conducted shareholder meeting is essential to ensure transparency, effective shareholder participation, and robust decision-making. However, many companies face challenges throughout the process, such as the lack of adequate communication, the limited time for analyzing the topics on the agenda, and the logistical difficulties for face-to-face participation. To overcome these issues, it is important to explore innovative solutions that facilitate and enhance the recording of deliberations.

In this article, we will discuss the importance of recording shareholder meeting resolutions and how remote ballot papers can facilitate this process.

Good governance practices for holding the general meeting

The summons

The convening of the meeting is a crucial step to ensure adequate shareholder participation and ensure transparency in the decision-making process. According to the Code of Best Practices of the Brazilian Institute of Corporate Governance (IBGC), it is essential that the call be made sufficiently in advance to allow shareholders to prepare properly and actively participate in the meeting.

At the same time, communication plays a fundamental role in this phase of the process. The call must contain all information relevant to the shareholder's participation in the meeting, such as the date, time, place, and agenda of the meeting, providing a clear and comprehensive view of what will be discussed. This information must be presented in an understandable and easily accessible way, promoting transparency and allowing shareholders to be well informed to make their decisions.

In addition, the summons must be made in accordance with the rules established by the company's bylaws, its internal policies and the applicable legislation. These guidelines must establish deadlines, forms of communication, and specific requirements for each type of assembly, ensuring legal compliance and transparency in the convening process. It is important that companies are diligent in observing these rules and making the necessary information available in a clear and accessible manner.

As for communication channels, companies have several means at their disposal to carry out the call. Communication can be made through physical correspondence, electronic mail, publications in widely circulated newspapers, or even through digital platforms. The choice of communication medium must take into account practicality, efficiency, and accessibility for shareholders. It is important to use channels that allow a wide dissemination of information, effectively reaching the largest number of shareholders.

Technology plays an important role in this context, offering digital solutions that facilitate the invitation process. Electronic platforms and online communication tools allow the quick and secure sending of invitations, as well as quick and convenient access to relevant information. These solutions contribute to the efficiency of the summons process, providing greater shareholder engagement and streamlining communication.

Another important factor is the proper registration of the call notice, which consists of documenting all stages of the call process, from the drafting of the notice to its disclosure to shareholders.

The notice of call can be registered using receipts, such as delivery receipts or notice of receipt of the press releases, which serve as evidence that all shareholders were duly summoned and informed about the meeting. It is important for the company to keep these records in an organized and secure manner, for future reference and in compliance with corporate governance regulations.

It is recommended that the company adopt mechanisms to ensure the effectiveness of the call, such as confirmation of receipt by shareholders, as mentioned above, or the use of electronic communication platforms that enable the tracking and recording of the sending and receiving of communications.

By properly registering the call notice and keeping proof that all shareholders have been summoned, the company reinforces transparency and corporate governance, ensuring that all interested parties have prior knowledge and access to the information necessary for an informed participation in the shareholders' meeting.

In summary, the proper convening of shareholder meetings is essential to ensure their effective participation and transparency in the decision-making process. Clear and accurate communication, in compliance with established rules, combined with the use of efficient and accessible channels, promotes transparency, active participation, and strengthens the relationship between the company and its shareholders. The adoption of technological solutions can be a relevant strategy to improve the invitation process, facilitating communication and providing a more convenient and effective experience for shareholders.

Support agenda and documentation

The preparation of the agenda for the shareholders' meeting and the prior availability of supporting documentation are fundamental steps to promote transparency and informed shareholder participation.

The agenda for the meeting must be carefully drawn up, taking into account all relevant issues that will be discussed and voted on. It is essential that shareholders fully understand the issues at issue and how they directly impact their interests. By including supporting documentation on all topics to be deliberated, the company demonstrates its commitment to transparency and informed decision-making.

In addition to the agenda, the prior availability of supporting documentation is extremely important. Financial reports, auditing opinions, financial statements, and any other relevant documents must be provided to shareholders in a timely manner, allowing them to review and analyze the issues to be decided at the meeting. This practice allows shareholders to prepare themselves properly, better understanding the details and implications of the decisions to be taken.

An effective way to make supporting documentation available is through electronic platforms. This approach guarantees easy, fast, and secure access for all shareholders, regardless of their geographical location. By making the documentation available in electronic format, the company facilitates a more detailed prior review by shareholders, contributing to more informed and informed decision-making, in addition to promoting security for the company.

Electronic platforms also offer additional benefits, such as the possibility of using search and navigation features to locate specific information in documents, in addition to providing an interactive and intuitive experience for shareholders. This modern, digitized approach promotes efficiency and convenience, facilitating access to documentation and improving shareholder participation in meetings.

In short, carefully drafting the agenda for the meeting and making supporting documentation available in advance are practical to promote transparency and informed shareholder participation. By including all relevant issues on the agenda and providing documentation in a timely manner, preferably through electronic platforms, the company demonstrates its commitment to transparency, informed decision-making, and the valuation of shareholder interests.

Participation manual

To promote efficient and satisfactory shareholder participation in the shareholders' meeting, it is recommended that a participation manual be prepared. This document is intended to provide clear and detailed instructions on how shareholders can access the meeting, exercise their right to vote, ask questions, and exercise other rights related to attending the meeting.

By providing a well-designed participation manual, the company contributes to a more fluid and satisfying experience for all participants. Shareholders will be able to familiarize themselves with the necessary procedures and requirements, preparing accordingly for the meeting.

The participation manual must be made available together with the convening of the meeting, allowing shareholders sufficient time to review and understand the information contained in the document. Depending on the preferences and possibilities of each shareholder, the manual can be sent in physical or digital format.

When drafting the participation manual, it is important that the text is clear and accessible. Excessive technical terminology should be avoided and language understandable to all shareholders should be adopted. It is recommended to provide practical examples that illustrate the procedures, making it easier to understand the steps to be followed.

In addition, the participation manual may include other relevant information, such as guidelines on the deadlines for submitting documents, clarifications about the voting platform, and any other important information for participation in the meeting. The more complete and comprehensive the manual, the greater the clarity and security of shareholders during the participation process.

By investing in the development of a well-structured and easy-to-understand participation manual, the company demonstrates its commitment to facilitating shareholder participation and promoting a transparent and inclusive corporate governance experience. The participation manual is an essential tool to ensure that all shareholders are properly informed and prepared to contribute effectively during the meeting.

I vote by proxy

Proxy voting plays a fundamental role in guaranteeing the right to vote of shareholders who cannot attend the meeting in person. Often, due to commitments or logistical limitations, some shareholders are unable to attend in person. In these cases, proxy voting is an important option to ensure that your right to vote is exercised.

The Brazilian Institute of Corporate Governance (IBGC) recommends that companies adopt mechanisms that facilitate the granting of powers of attorney and establish appropriate deadlines for their validation and use. This practice allows for greater shareholder participation and a more effective representation of their interests in deliberations.

It is essential that the use of powers of attorney be duly regulated in the company's statute, its internal policies, and applicable legislation. It is important to establish clear rules regarding the form of grant, validity and representation of powers of attorney, ensuring transparency and security in the process.

In addition, it is essential that the grant process be simplified and accessible. Shareholders should be able to easily grant their power of attorney, avoiding unnecessary red tape. Clear and direct procedures must be established, allowing shareholders to exercise their right to vote in a practical and efficient manner.

The company must provide clear information and guidance on how to grant a power of attorney, including deadlines and shipping methods. This allows shareholders to understand the process and have sufficient time to make the grant.

By promoting the use of powers of attorney, companies reinforce shareholder participation in deliberations, ensuring that their voices are heard, even if they cannot attend the meeting in person. This practice strengthens representation and democracy in corporate governance, allowing all shareholders the opportunity to influence company decisions.

In summary, proxy voting is an important option to guarantee the participation of shareholders who cannot attend the meeting. By establishing clear rules, simplifying the grant process, and promoting transparency, companies strengthen corporate governance and ensure that all shareholders have the opportunity to exercise their right to vote in a practical and efficient manner.

Remote ballot papers

The use of remote ballot papers is a practice that provides convenience and ease to shareholders, especially in a scenario where time is a scarce resource. Ballot papers allow shareholders to express their opinions and exercise their right to vote remotely, regardless of their geographical location or busy schedule. This tool is particularly relevant at meetings with a large number of shareholders, where in-person voting may be impractical.

To ensure the efficiency and clarity of the ballot papers, it is essential that they are prepared in a clear and objective manner. They must contain voting options appropriate to each topic under discussion. In addition, it is important to provide clear information on how to complete and send the bulletins, as well as to establish deadlines for their delivery. Newsletters can be made available both in physical and electronic format, according to the company's preferences and resources.

It is critical that the ballot papers are designed in an intuitive and user-friendly way, making the voting process easier for shareholders. In this sense, the use of electronic platforms or software specialized ones can further simplify the filling out and sending of ballot papers. These technological solutions provide a more convenient experience for shareholders, while streamlining the process of counting votes.

By adopting ballot papers, companies promote the inclusion and active participation of shareholders, regardless of their location or availability. This practice strengthens democracy and transparency in deliberations, allowing all shareholders the opportunity to express their opinions and contribute to the company's decisions.

In short, ballot papers are a convenient and effective tool for shareholders to exercise their right to vote remotely. Through a clear and objective drafting, adequate deadlines and the use of electronic platforms, companies facilitate shareholder participation and streamline the process of counting votes. In this way, they strengthen corporate governance and ensure a broader and more accurate representation of shareholder interests in deliberations.

How to automate ballot papers and gain efficiency

Recently, the automation of sending and recording remote ballot papers has proven to be an efficient and advantageous solution for companies and shareholders. When using electronic signature platforms and software specialized, it is possible to automate the entire process, from the beginning of the ballot papers to the counting and recording of the results. This automation brings significant benefits, such as agility, security, and accuracy to the process, eliminating the need for manual accounting and reducing human errors.

One of the advantages of automation is the saving of time and resources. By eliminating manual and repetitive tasks, companies can direct their efforts to other essential activities, making their processes more efficient and productive. In addition, the automation of ballot papers also provides benefits for shareholders, providing a more convenient and accessible experience.

Through electronic platforms, shareholders can receive ballot papers, fill them out electronically, sign them and send them quickly and securely. This simplifies the participation process, especially for shareholders who are geographically distant, and contributes to greater shareholder engagement, ensuring a broader and more accurate representation of the company's interests.

Another benefit of automating ballot papers is the more efficient counting of the results. By using automated systems, votes can be recorded and counted in real time, avoiding the need for a lengthy manual process. This reduces the time needed to tabulate and disclose the results, ensuring more agile and transparent decision-making.

Security is also an important aspect of automating ballot papers. The electronic platforms used to send and register the ballot papers must have robust security measures, ensuring the confidentiality and integrity of the votes. Authentication, encryption, and auditing mechanisms can be implemented to protect information and prevent any type of manipulation or fraud.

In short, the automation of ballot papers provides a series of benefits for companies and shareholders, improving efficiency, transparency, and participation in general meetings. By adopting this practice, companies demonstrate their commitment to innovation, corporate governance, and easy access to decision-making processes. As a result, shareholders benefit from greater convenience and active participation, strengthening the relationship of trust between investors and the company.

How Clicksign can help automate ballot papers

The automation of ballot papers is an efficient strategy to simplify and streamline the decision-making process at meetings and promote more efficient corporate governance. Clicksign is committed to providing innovative solutions that can assist in organizing this process.

Automation of document submission flows

Our platform allows the user to configure personalized automation flows for sending documents, including ballot papers. It is possible to define rules and conditions to automate the sending process, determining who will receive the newsletters, delivery times, reminders, and other related actions. This eliminates the need to manually send the ballot papers and guarantees the recording of the date the ballots were sent, generating evidence of compliance with the deadlines and processes that must be met.

Tabulation of the result of the votes

The Clicksign Platform allows votes to be tabulated by generating reports, avoiding the need for a manual vote counting process, in addition to reducing the margin of human error.

Secure and legally valid electronic signature

The electronic signature of the ballot papers through the Clicksign Platform is completely secure and guarantees the legality of the ballot papers. Shareholders can sign the ballot papers electronically quickly and conveniently, without the need to print, scan, or physically send documents. Our signatures are encrypted and protected by authentications, ensuring the integrity and authenticity of the documents sent.

Tracking resources

Clicksign provides a record of the activities related to the ballot papers, allowing the tracking of who received, opened, filled out, and signed the documents. This information is essential for auditing and compliance purposes, ensuring transparency and accountability regarding the voting process. In addition, the signed ballot papers are stored in a secure folder, making it easy to save and review the documents in the future.

Integration with existing systems

Our platform can be easily integrated with existing systems in other organizations, such as corporate management systems. This makes it possible to synchronize relevant data and share information between different tools, simplifying workflow and improving operational efficiency.

Clicksign, by providing the automation of ballot papers, offers a reliable, efficient and secure technological solution for your company to ensure more efficient and transparent corporate governance. A pioneer in providing electronic signature solutions, Clicksign offers various types of plans that allow the automation of various types of documents, from model contracts to ballot papers, among others.

As an electronic signature company, we are committed to providing innovative solutions that simplify and enhance corporate governance, as well as to contribute to the construction of efficient and reliable processes.

Do you want to understand how Clicksign can help with your company's processes? Try it free for 14 days, no credit card required!