Since the introduction of the 2006 Combined Code recommendations that companies should provide their shareholders with a detailed breakdown of voting results, Ryanair has refused all such requests. At the same time its annual reports for 2009 gives the company a glowing self appraisal of complete compliance with Combined Code reporting requirements.
In a letter to the Irish Stock Exchange, Manifest has made clear its concerns about Ryanair’s approach and asked them to consider that an investigation should be held as soon as practicable into possible breaches of the Listing Rules. The grounds for the request are focused on two issues:
- The company has claimed, erroneously, that it has complied fully with the provisions of the Combined Code; and
- Subsequently failed to provide any explanation for the instances of non-compliance.
The Listing Rule at 6.8.3 (7)(a) is clear any items of non-compliance should be identified, and further that 6.8.3 (7)(b) requires explanations for such non-compliance. Listing rule 1.1.2 requires that “issuers must comply with all listing rules applicable to them”.
The 2009 annual report is the second consecutive year where Ryanair has erroneously claimed full compliance in relation to this provision of the Combined Code.
Such a cavalier attitude to non-resident shareholders unable to attend meetings undermines investors’ confidence in Ryanair’s approach to transparency and reporting. It also serves as a reminder for companies to avoid confusion between Public Relations and Investor Relations.
For more information please contact Alan Brett on +44 (0)1376 503500