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Defense and management organization

Dematerialization of ODG bodies

Exceptional measures for the organization of dematerialized meetings of assemblies and boards of directors are provided for by law no. 2022-46 of January 22, 2022, reinforcing health crisis management tools. They concern legal entities, including defense and management organizations, and are applicable until July 31, 2022.

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Defense and management organization

Clavier d'ordinateur
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These measures have consequences for the methods used to convene the deliberative bodies of ODGs.

In the absence of an implementing text for the aforementioned law, this measure does not apply to assemblies (AGOs and AGEs), which cannot be held dematerially, unless the ODG's bylaws so provide.

For boards of directors, the measure is directly applicable and the convening of dematerialized meetings is possible. In this context, telephone or audiovisual conferences enabling members to be identified and guaranteeing their effective participation are recommended. Deliberations must be carried out under conditions that ensure their collegiality.

For the future, ODGs are recommended to insert provisions in their statutes on procedures for dematerializing meetings of their deliberative bodies, to avoid any difficulties in the absence of general legislative measures.


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