Sélecteur de langues
Brussels, 10 January 2006
Corporate governance: Commission proposals to make it easier for shareholders to exercise their rights within the EU
The European Commission has presented a proposal for a Directive to facilitate the cross-border exercise of shareholders' rights in listed companies, through the introduction of minimum standards. The proposed Directive seeks to ensure that shareholders, no matter where in the EU they reside, have timely access to complete information and simple means to exercise certain rights – notably voting rights – at a distance.
Internal Market and Services Commissioner Charlie McCreevy said: “Shareholders need to be able to get relevant information on time and vote without encountering unnecessary obstacles, wherever they are in the EU. Otherwise they can't exercise their influence properly and make sure that management is acting in their best interests. Our proposals will introduce a range of key minimum standards to make this happen – using modern, reliable technology. All this will help to strengthen the role of shareholders and spread EU investing.”
On average, about one third of the share capital of EU listed companies is
held by non-residents. Key obstacles to voting faced by non-resident
shareholders include share blocking, insufficient or late access to information,
and overly burdensome requirements on distance voting.
After having carried out a comprehensive impact assessment the Commission proposes the following minimum standards which would eliminate the main obstacles in the cross-border voting process and enhance certain other rights of shareholders:
The Commission’s May 2003 Action Plan to modernise company law and enhance corporate governance (IP/03/716, MEMO/03/112) contains a set of initiatives aimed at strengthening shareholders' rights, reinforcing protection for employees and creditors, increasing the efficiency and competitiveness of European business and boosting confidence on capital markets.
Public consultation on the Action Plan as a whole, which ended in mid-September 2003, showed a strong consensus behind the main measures. This exercise on minimum standards for shareholders’ rights is the sixth consultation arising from the Action Plan.