SEC allows use of high-tech gadgets in board meetings

Its looks like the days when the "lack of quorum" excuse in postponing or resetting meetings of a company’s board of directors are over.

In an en banc resolution last week, the Securities and Exchange Commission (SEC) had ruled that board meetings employing the use of modern technology such as tele-conferencing, video-conferencing or even an Internet webcast may now be allowed "in the light of technological developments and business globalization trend."

SEC chairperson Lilia Bautista said the new ruling was in response to a query by Atty. Victor Lazatin of the well-known ACCRA Law Offices in behalf of an unidentified corporate client.

Bautista said the Commission responded to the exigencies of the times and the technological developments of the 21st century, "thereby modifying its previous opinion requiring ‘actual presence’ of directors or trustees during board meetings."

"However, we would like to emphasize that participation of directors in meetings through teleconferencing and videoconferencing may be deemed acceptable only when adequate safeguards have been accordingly set in place," she stressed.

Bautista added aside from its live or "real-time" aspect, meetings of such nature should be properly recorded and the appropriate tapes and discs properly stored for safekeeping.

The SEC head said the decision was also in conformity with the Electronic Commerce Act (RA 8792) which provides that no contract shall be denied validity or enforceability on the sole ground that it is in the form of an electronic data message or electronic document, or that any or all of the elements required under existing laws for the formation of contracts is expressed, demonstrated and proved by means of electronic documents. – Conrado Diaz Jr.