Shareholder engagement on pay can work!

Today’s announcement by Cairn Energy that it will withdraw resolution 2 at its General Meeting next week, demonstrates that shareholders can act on egregious pay awards when they really want to.

Cairn had proposed the award of shares to Sir Bill Gammell with a value of £2.5m (based on …… continue reading >>

New guidance for issuers on risk

Understanding corporate risk has shot to the top of the agenda for ESG-focussed investors in recent months. Under the newly expanded Section C of The UK Corporate Governance Code, boards are explicitly tasked with being responsible for “determining the nature and extent of the significant risks [the board] is willing to take …… continue reading >>

Gender Diversity: Quotas or Targets?

Gender diversity is proving to be a controversial topic in the marketplace as businesses and investors debate the issues raised by the recent review by Lord Davies on gender diversity in the corporate world.

Following the publication of ‘Women on Boards’ and in anticipation of the FRC’s consultation on the same, UKSIF …… continue reading >>

Let’s not do that – we can’t ask the shareholders in time!

Debate at the recent meeting of the European Corporate Governance Forum (ECGF) on the subject of related party transactions, ahead of the publication of a statement on the subject, underlined again the problems faced by European companies in effectively communicating with their shareholders on a key strategic issue.

On occasions …… continue reading >>

Showdown at Actelion throws spotlight on complex Swiss voting procedures

(c) Actelion Pharmaceuticals Ltd

The long-running spat between Swiss pharmaceutical company Actelion and major shareholder Elliott Advisors comes to a head at the forthcoming GM on the 5th May. Which gives us a timely opportunity to revist some of the problems shareholders face voting their Swiss shares.

This is going …… continue reading >>

Henderson EGM – two counts of votes to satisfy dual listing requirements

Update 14 March 2011: The Company’s legal advisors have confirmed to Manifest that all shareholders are entitled to vote on the single resolution to approve the transaction. The votes will be counted twice – the first time to satisfy the requirements of the special resolution and the UKLA Listing Rule Class 1 …… continue reading >>

Disqualifications of James Hardie directors overturned

The NSW Court of Appeal has overturned the decision of the NSW Supreme Court in respect of seven directors who had received bans on serving as directors. The Supreme Court had found that they had breached their duties to the company (James Hardie)  in 2001 over a misleading media release …… continue reading >>

Report on French Code shows increase in CAC40 combined Chair/CEOs

AFEP-MEDEF has released their second annual report on the application of the French Corporate Governance Code (AFEP-MEDEF Code) by companies in the SBF 120 index. The report highlights an increase from 34% to 40% in the percentage of companies in the CAC 40 where the roles of Chairman and CEO are combined. …… continue reading >>

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