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Company Law is the bedrock
upon which an honest and fair business environment is based. It controls how
a company operates and the relationship between the company and it's
shareholders. To develop a modern shareholder democracy, a number of reforms
of Company Law are necessary, plus of course it has to keep up with modern
practice, fit in with European and other international legislation, and
sometimes be adapted to stop abusive practices or loopholes that have crept
in.
In April 2007, we submitted the following comments on the Davies Review of
Issuer Liability: Issuer
Liability
In November 2005 the Company Law Reform Bill was introduced into Parliament. UKSA issued the following press
release on the inadequacies of the provisions in the Company Law Reform Bill
as regards the rights of shareholders in nominee accounts:
UKSA_Press024_Company_Law_Reform. More background information
is at:
Shareholder_Enfranchisement_Background and a copy of a letter we
sent to our members is present at
Shareholder_Enfranchisement_Member_Letter. Our detailed comments
on the Company Law Reform Bill as it was first published are present in the
following document:
Company_Law_Reform_Bill_Notes. The Bill itself and explanatory notes can
be found in the list on the following page:
www.publications.parliament.uk/pa/pabills.htm
A summary of our objections to the provisions
as regards nominee shareholder enfranchisement and some specific proposals
as to how it should be improved are present in:
Bill_Amendments_Enfrancisement_Summary
A number of consultations
on proposed changes to Company Law had previously been undertaken and UKSA's responses are given below:
Company_Law_Review_2005 (response
to the Government's White Paper on Company Law Reform published in March
2005). A supporting press release that UKSA issued is given at:
Press020_Company_Law_Reform.
Company_Law_8_Completing_the_Structure_2001
Company_Law_5_Developing_the_Framework_2000
Company_Law_2_AGM_Reform_2000
Company_Law_1_Strategic_Framework_1999
Company_Law_1998
Directors_Conflicts_of_Interest_1998
Share_BuyBacks_1998
European_Company_Law_1997
Company_Law_Directors_Pay_Disclosure_1996
Company_Law_Disclosure_of_Interests_1995
Company_Law_Partnership_Articles_1995
Company_Law_Takeovers_1994
A summary of the submissions given prior to
2001 is given in the following article from the Update Newsletter:
Company_Law_Review_2001
Note that past proposals
include the recommendation that Annual Reports, Accounts and provisional
AGM notices should be published first on the internet, and that
shareholders then have a minimum period in which to submit resolutions,
amendments and nominations before the Reports, Accounts and final AGM
notice are printed and circulated. This creates, for the first time,
a window for shareholders to submit resolutions after seeing the
directors' reports and nominations where previously it has been virtually
impossible to do so. The proposal came solely from UKSA, was adopted by
the Company Law Review and is now part of the government's planned Company
Law reforms.
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