Since July 2023, shareholders of a GmbH can also hold general meetings virtually, i.e. by video conference.
However, the prerequisite for this is that this option is explicitly provided for in the articles of association of the GmbH. It must also be stipulated whether the meetings of shareholders are always to be held virtually or whether the convening body decides on the form in which they are to be held.
The articles of association can also stipulate that the individual participants can always decide between physical and virtual participation (‘hybrid meeting’) or that the decision as to whether a hybrid meeting is held is left to the convening body.
When convening the virtual meeting, the organisational and technical requirements for participation in the virtual meeting must be specified. Shareholders may exercise their voting rights in all votes at the meeting by means of electronic communication and, if necessary, raise objections in this way.
Shareholders may also be represented at a general meeting by another person, provided that the special power of attorney granted for this purpose is correctly formulated.
If the shareholders have agreed to resolutions being passed in writing, resolutions may also be passed in writing by way of circulation.