30 January 2007

JURI Committee adopted report on shareholders rights

The European Parliaments JURI Committee adopted the report on Shareholders’ Rights by Mr Lehne. The Commission's proposal for a directive aims to facilitate the cross-border exercise of shareholders’ rights. The proposed directive introduces minimum standards at EU level for the organisation of General Meetings and the exercise of shareholders’ rights.

The proposal pursues to ensure that all general meetings are convened sufficiently in advance and that all documents to be submitted to the general meeting are available in time to allow all shareholders, no matter where they reside, to take a reasoned decision and to cast their votes in time. It will also abolish all forms of share blocking, to be replaced by a record date system to determine the entitlement of a shareholder to participate and vote in a general meeting

In his draft report, the rapporteur proposed 45 amendments. The rapporteur has already presented a series of compromise amendments. In view of the agreement reached with the Council, the rapporteur presented some oral amendments in line with agreed text.

The basic provisions of the directive with the Legal Committee amendments are:

Notice of general meetings to be issued not later than 21 days before the meeting (14 days only in specified circumstances) using whatever media 'as may reasonably be relied upon'

The notice must specify date, time, place and agenda and explain clearly how shareholders can participate

Companies must make documents available in the shareholders' home member state and communicate to shareholders where documents are available (this may be on the company's website)

Timely notice must be given of all general meetings, by placing notices on their website

In specified circumstances, shareholders should have the chance to put items on the agenda and table draft resolutions

Shareholders should have the right to ask questions - rules to be determined by member states

Shareholders should be able to vote electronically or by correspondence subject only to security considerations

Intermediaries should facilitate voting rights. The Commission should issue a recommendation on how this is to be done.

Voting list including Annex

© European Parliament