Australian shareholders ask for easier resolution procedures

The Australian federal government has mooted a draft bill which, if it succeeds, will remove the right of a 100 shareholders to call an extraordinary general meeting (EGM).

According to the announcement from Mathias Cormann, acting assistant treasurer, the draft bill contains proposed changes to the Australian corporations act that are aimed at removing “unnecessary regulation and clarify existing regulatory obligations.”

The key proposals of the Bill will, if passed have the following impact on quoted companies:

  • remove the obligation to hold a general meeting on the request of 100 shareholders;
  • require companies to include a general description of their remuneration governance framework, to the extent that it is not included elsewhere in the annual report;
  • remove the requirement to disclose the value of options granted to key management personnel, replacing it with a requirement to disclose the number of lapsed options and the year in which they were granted;
  • relieve certain disclosing entities from the obligation to prepare a remuneration report;
  • make amendments to the test for payment of dividends;
  • improve the efficiency of the Takeovers Panel, by allowing the Panel to perform Panel functions while overseas;
  • clarify the ability of directors to vary their financial year by up to 7 days, regardless of the length of previous years.
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FRC asks for more engagement; proceed with caution


As we tweeted last week it’s AGM season, so that means it’s time for more consultations. Consultations are generally a good thing, even if the timing is a little inconvenient for shareholders. This article takes a look at the key takeaways from the UK’s latest consultation but then poses some tricky questions about the evolving nature of shareholder/corporate relations in light of Barclay’s tumultuous AGM.… Read the rest

Canada proposes guidance, not regulation, for proxy analysts

Canadian Securities Administrators (CSA), the umbrella organisation for Canada’s mosaic of markets regulators, is seeking feedback on its proposals for a policy on proxy advisory firms. “National Policy 25-201 Guidance for Proxy Advisory Firms” is the result of its 2012 consultation paper which looked at possible issues with the shareholder voting research industry.… Read the rest

EU Shareholder Rights Directive Part II

The European Commission has published its formal proposal for the much-leaked update to the 2007 Shareholder’s Rights Directive. It forms a part of the “road map” for the Commission’s 2012 company law and corporate governance action plan which is aimed at “enhancing transparency and engaging shareholders”.… Read the rest