Saturday, October 08, 2005
U.K. Considers Changes to Voting Disclosure Rules
Investors in U.K. companies may soon see better disclosure on votes at shareholder meetings in light of a decision by the Department of Trade and Industry (DTI) to move forward on disclosure proposals from this spring.
In March, Prime Minister Tony Blair's administration said it would introduce measures to enhance the "timeliness and transparency of company information and proceedings." Specifically, the measures were to include provisions to: require quoted companies to disclose on a website the results of polls at general meetings; and "empower shareholders in quoted companies to require an independent report of any polled vote," with the report of the polls being published on the website.
U.K. company proxy cards allow a shareholder to designate an agent to cast votes on his behalf if he does not wish to vote by mail. An institution might choose to have a representative attend the meeting if it wanted to raise questions from the floor, to ensure that its votes are part of any matters decided by a show of hands, or to gather a sufficient number of other shareholders to request that a "poll" of mailed proxies be taken for votes on particular proposals. Under U.K. company law, between two and five shareholders (depending on the bylaws) can force such a "poll."
The DTI has now incorporated the provisions in the form of draft clauses and is seeking comment on their implementation. The DTI said the clauses will apply only to listed companies and to shareholders in listed companies and "will provide more flexibility as to who may be appointed to undertake independent reporting of a poll."
In March, Prime Minister Tony Blair's administration said it would introduce measures to enhance the "timeliness and transparency of company information and proceedings." Specifically, the measures were to include provisions to: require quoted companies to disclose on a website the results of polls at general meetings; and "empower shareholders in quoted companies to require an independent report of any polled vote," with the report of the polls being published on the website.
U.K. company proxy cards allow a shareholder to designate an agent to cast votes on his behalf if he does not wish to vote by mail. An institution might choose to have a representative attend the meeting if it wanted to raise questions from the floor, to ensure that its votes are part of any matters decided by a show of hands, or to gather a sufficient number of other shareholders to request that a "poll" of mailed proxies be taken for votes on particular proposals. Under U.K. company law, between two and five shareholders (depending on the bylaws) can force such a "poll."
The DTI has now incorporated the provisions in the form of draft clauses and is seeking comment on their implementation. The DTI said the clauses will apply only to listed companies and to shareholders in listed companies and "will provide more flexibility as to who may be appointed to undertake independent reporting of a poll."
