Hot Issues Archives

Let’s not do that – we can’t ask the shareholders in time!

Debate at the recent meeting of the European Corporate Governance Forum (ECGF) on the subject of related party transactions, ahead of the publication of a statement on the subject, underlined again the problems faced by European companies in effectively communicating with their shareholders on a key strategic issue. On occasions where potential related party transactions […]

Henderson EGM – two counts of votes to satisfy dual listing requirements

Update 14 March 2011: The Company’s legal advisors have confirmed to Manifest that all shareholders are entitled to vote on the single resolution to approve the transaction. The votes will be counted twice – the first time to satisfy the requirements of the special resolution and the UKLA Listing Rule Class 1 transaction. The votes […]

Voting and the laws of unintended consequences

It would be fair to say that the importance of shareholder voting has enjoyed an increasingly higher profile in recent years, not least in response to the financial crisis. Just within the UK investment context, initiatives such as the Myners Principles, the Stewardship Code, the 2006 Companies Act, the Hedge Funds Standards Board Code, UCITS […]

The role of asset owners in making the Stewardship Code work

If 2008 was the year of crisis and 2009 the year of survival and steadying the ship, 2010 was the year of longer-term policy response. If one word stands out more than any other from the policy debates of last year, it is “Stewardship”. The word has so many aspects to its meaning, making it […]

New methodologies for proxy advisors?

The US Society of Corporate Secretaries and Governance Professionals (SCSGP) has called for the SEC to regulate proxy advisory agencies “to change certain of their current procedures”, in order to “make the processes and methodologies utilized by the proxy advisory firm more transparent, accountable and reliable”. In a letter to the Secretary of the SEC, […]

Goodbye PGI – Thanks for everything

It was with great sadness that Steve Wallman, founder of ProxyGovernance Inc, let the team at Manifest know that PGI would be closing its doors at the end of the year. Manifest has worked closely with the PGI team since its inception. We knew many of the team from their time at IRRC before its sale […]

US Senate to investigate securities lending

Obscure securities lending practices have been a cause for concern for the governance community in recent years as the ability to recall shares at short notice can negatively impact investors’ ability to vote at general meetings. The US Senate is now adding its weight to worries about the industry and is launching an investigation into the […]

Regulators help investors who help themselves

The British, or should that be the English, and in particular those living South of the M25, have developed a bit of a reputation in recent years. Well probably many reputations. What we’re thinking of is their inclination to be reticent about speaking their mind on issues which aggravate them. To be more exact, the English have developed […]

US proxy reform: It’s completely broke, please fix it!

“The investing community desires change”. Not something we weren’t aware of, surely? However, when it’s a summary of the almost unanimous response to the most comprehensive regulatory review of the US proxy system the SEC has undertaken in 30 years, this finding is highly significant. In short, the Securities Transfer Association analysis of the 199 […]

Investors staying off the radar

The recent concept release on the US proxy system has certainly brought some interesting challenges and concerns to the debate. A recent set of concerns from an investment advisor provoked some thoughts at Manifest about privacy, identification and equal treatment (i.e. a safe ride) for all shareholders. Concerns that issuers may wish to somehow leave […]