MEPs want to give voice to small shareholders

Pressmeddelande   •   Feb 15, 2007 15:18 CET

By approving the report by Klaus-Heiner Lehne (EPP-ED, DE), MEPs backed the Commission's proposal to ensure that all shareholders of a EU listed company are able to cast their votes at the firm's general meetings, no matter where they reside. According to the Commission, EU-citizens holding shares in a listed company situated in another Member State often face problems when exercising their voting rights.

This can be particularly true for small shareholders, who sometimes encounter obstacles that make voting practically impossible. The proposed directive aims to simplify the procedures for voting, including the possibility of proxy voting, and to improve access to information before a general meeting takes place.

MEPs agreed that it is necessary to enable all shareholders to take reasoned decisions and to cast their votes in time. Indeed, the approved text establishes that all general meetings must be convened sufficiently in advance and that all related documents must be made available in time to all shareholders. Particularly, MEPs decided that the convocation of a company's general meeting must be issued not later than 21 days before it takes place.

The European Parliament amended the proposal also to specify the provisions related to the obligation of the company to post on its website basic information on the incoming general meeting. The approved text, in fact, calls on Member States to ensure that all shareholders, with no distinction according to individual shares, are informed about the agenda of the meeting and the resolutions to be adopted. In addition, all shareholders should be able to put items on the general meetings' agenda and to table resolutions.

Moreover, MEPs adopted amendments to simplify the exercise of proxy voting. In fact, they ask Member States to remove any restriction to the eligibility of persons to be appointed as proxy holders. Nevertheless, MEPs have also set rules to avoid conflict of interest, when, for instance, the designed proxy holder is a controlling shareholder of the same company. The approved report also provides that the proxy holder must cast his vote in accordance with the instructions provided by the shareholder. Finally, MEPs expressly excluded cooperatives from the scope of the directive, because of their special membership structure.

According to Mr Lehne, the text adopted by the House is the result of an agreement with the Council and aims at reaching a first reading approval.

Ref.: 20070208IPR02890
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