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BIICL Workshop Shareholder Rights jbkr 6-05 1 British Institute of International and Comparative Law Workshop on Shareholder Rights,6 July 2005 Introduction.

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Presentation on theme: "BIICL Workshop Shareholder Rights jbkr 6-05 1 British Institute of International and Comparative Law Workshop on Shareholder Rights,6 July 2005 Introduction."— Presentation transcript:

1 BIICL Workshop Shareholder Rights jbkr 6-05 1 British Institute of International and Comparative Law Workshop on Shareholder Rights,6 July 2005 Introduction by Professor Jonathan Rickford, Director, Company Law Centre Agenda: 1. Introduction, background and recent history 2. Main Components: Company/Shareholder: ID, comms., actions Stock-lending Depositary receipts GM information GM participation - share blocking; “questions”; requisitions; and voting Voting and intermediaries GM Feedback 3. Summary/Conclusion

2 BIICL Workshop Shareholder Rights jbkr 6-05 2 2. Background, History etc UK: CLR - general orientation EU:Winter - Takeovers (silent dog?) Commission Action Plan Commission Consultations Expectations Preliminary: Scope = Listed Cos

3 BIICL Workshop Shareholder Rights jbkr 6-05 3 3. Company/“Shareholder”: ID, Comms, Actions UK - CLR, section 360 and DTI WP EU - Winter Group and EC (1) “ultimate investor” Current EC position Merits?

4 BIICL Workshop Shareholder Rights jbkr 6-05 4 4. Stock Lending Legal Character in UK Merits Risks? Locusts? Commission proposals

5 BIICL Workshop Shareholder Rights jbkr 6-05 5 5. Depositary receipts Legal Nature and risks Commission Proposal Merits?

6 BIICL Workshop Shareholder Rights jbkr 6-05 6 6. General Meeting: Information UK CLR Proposals: ?AGM; mode, timing, content UK DTI WP EC proposals notice timing; notice content; supplementary information; dissemination, language etc; web use

7 BIICL Workshop Shareholder Rights jbkr 6-05 7 7. GM Participation Share-blocking, record dates, electronic presence UK law/practice; EC proposals “Questions” Requisitions - DTI, EC, proposals; Remote voting and proxies

8 BIICL Workshop Shareholder Rights jbkr 6-05 8 8. Intermediaries and Voting EC proposals: defining Intermediaries registering “nominees” “powers of attorney” “voting on instructions”

9 BIICL Workshop Shareholder Rights jbkr 6-05 9 9. GM Feedback UK proposals CLR, DTI publicity audit EC proposals website publicity

10 BIICL Workshop Shareholder Rights jbkr 6-05 10 10. Summary/Conclusion Key Issues for UK players? Ultimate Investor Stock-lending Questions Intermediaries

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