International law firm Dorsey & Whitney LLP obtained on March 19, 2020, an emergency order from the Governor of the State of Alaska that temporarily suspends certain state laws during the coronavirus public health crisis and allows all Alaska corporations to hold virtual and hybrid annual shareholder meetings on short notice.

Every Alaska corporation must have an annual shareholder meeting, and Alaska Statutes require that corporations hold these meetings in-person, at a “place,” as provided in the corporation’s bylaws. Alaska is only one of nine states that does not allow either virtual (via communications equipment) or hybrid (in-person and by communications equipment) meetings.

“When this issue was brought to our attention, we knew we needed to update the statue right away to allow for virtual meetings,” said Dorsey Partner Jill McLeod.

Dorsey Of Counsel Bonnie Paskvan added, “It would be unduly risky for groups of people, such as Alaska Native Corporations or any other type of corporation, to hold large meetings where shareholders, including Elders, may fly in from all over Alaska. They could potentially get and/or infect others with coronavirus after attending a meeting, then fly home to rural villages.  This could quickly overwhelm health care facilities in Alaskan communities, some of which have few or no local medical providers.”

Alaska Statutes also have strict timelines for notice of shareholders’ meeting. Annual meeting notices must be delivered not less than 20 or more than 60 days before the date of the meeting.   At the time the coronavirus disaster declaration hit, some corporations had already sent out their proxy statements and notices of annual in-person meetings. It became a matter of urgent necessity to expressly allow these corporations to re-notice a meeting on short notice to a virtual or hybrid meeting, so they did not potentially face unfair exposure under Alaska law.

To deal with this antiquated state statute, Dorsey immediately raised the issues with the Governor’s Office. Dorsey lawyers requested an emergency suspension of the in-person requirement and the notice requirement to allow Alaska corporations immediate and crucial flexibility to hold virtual meetings during this time, eliminating the health risks of meeting in-person.

On March 19, 2020, Governor Dunleavy issued an Emergency Order suspending certain provisions of the Alaska Corporations Code AS 10.06.405(a) (in person requirement) and AS 10.06.410(a) (notice requirement) for annual meetings. Alaska corporations can now hold virtual annual shareholder meetings on short notice. These provisions are suspended until April 12, or later date, if the disaster declaration is extended.  Dorsey will continue to work with the Governor and the Alaska Legislature to extend the order and for a permanent legislative solution allowing for virtual and hybrid annual meetings.