Campaign to Obtain Shareholder Committee at RBS

This note has been issued by ShareSoc to its Members (but anyone can join in to support the campaign):

ShareSoc has advocated the implementation of Shareholder Committees since our inception in 2011. Recently this initiative has received support in the form of the Government’s November 2016 Green Paper on Corporate Governance, and in the form of Chris Philp M.P.’s September 2016 paper entitled Restoring Responsible Ownership.

ShareSoc has decided to focus on the Royal Bank of Scotland (RBS) as a complex enterprise whose governance would benefit from the adoption of a Shareholder Committee.

ShareSoc intends to submit a resolution for the RBS AGM requesting the implementation of an RBS Shareholder Committee. To do this, we need the support of a minimum of 100 shareholders.

* Are you a RBS shareholder or will you acquire RBS shares in the next 15 days? * Do you want to prevent further failures at RBS by creating a Shareholder Committee?

Then please act now by completing and submitting the form on our new campaign page here: www.sharesoc.org/campaigns/rbs/

the right to indicate that you may be willing to sign a requisition for a Shareholder Resolution on this matter, subject to seeing the details later.

Next step: we will send you by email the resolution to sign and post back. Then we submit the resolution to RBS and we vote on it at the AGM.

BACKGROUND INFORMATION

Shareholder Committees

The primary role of the Shareholder Committee is to improve the agency model of corporate governance by increasing the engagement and oversight of Shareholders in the operation of the companies owned by them.
ShareSoc have been campaigning for many years for the establishment of Shareholder Committees. ShareSoc have written a detailed paper on the subject. See https://www.sharesoc.org/Shareholder%20Committees.pdf
The MP, Chris Philp, wrote an excellent paper on shareholder committees in Sept 2016 and this has received wide publicity. See: http:/highpaycentre.org/files/Restoring_Responsible_Ownership_-_Chris_Philp_HPC_copy.pdf . ShareSoc have a number of concerns about the practicalities of a few of his suggestions and are in the process of writing to him to explain how the Shareholder Committee can best be implemented.
The Nov 2016 Government Green Paper on Corporate Governance mentions Shareholder Committees as a way forward that could be mandated or could be adopted via the UK Corporate Governance Code or voluntarily. See https://www.gov.uk/government/news/government-launches-review-of-corporate-governance

Royal Bank of Scotland (RBS)

RBS is a hugely underperforming company and since 2007, long term investors have lost 95% of the value of their investment, largely due to failures in corporate governance.. RBS is 70% owned by the Government via UKFI, so it is important to all the people in the UK that RBS has good corporate governance. Therefore, RBS should be in the forefront of adopting Shareholder Committees.
We are therefore planning to submit a resolution to the AGM. Legally, we can do this so long as we have over 100 shareholders supporting the motion who hold collectively 10,000 RBS shares (about £22,000 at today’s price). The AGM resolution has to be submitted by 31 December, so we ask you to respond quickly to this email request.

Other Companies

ShareSoc hope that other companies will follow the RBS example and voluntarily adopt Shareholder Committees. If companies resist, then it is our intention to submit AGM resolutions to other companies.

Roger Lawson

Post Date: December 14, 2016

2 Comments

Cliff Weight says:

26th December 2016 at 9:49 am

ShareSoc Chairman has written to the RBS Chairman Howard Davies, requesting a meeting:

Subject:
RBS Shareholder Committee Campaign
Tuesday, 20 December 2016 at 12:08:53

Dear Mr Davies,

I write to introduce myself and update you on an initiative to requisition a resolution at the 2017 RBS AGM to implement a shareholder committee.

We believe that this initiative is in the public interest. We believe that there is evidence of a breakdown in the agency model of corporate governance of many quoted companies, as highlighted in November’s Government Green Paper. RBS is an important national asset and its ownership and the way it is governed is of great interest to the wider public. We believe that there is a need for companies to step up and respond to Mrs May’s initiative on making capitalism work for everyone, and we think it is in the interest of all parties that RBS be seen to take the lead on this.

ShareSoc and UKSA have contacted our members asking them to support the resolution, and we have now received sufficient support to proceed.

ShareSoc Director Cliff Weight has been in communication with the RBS Company Secretariat and I trust they will have briefed you. However, you may find it useful to discuss the initiative directly. We would be delighted to set up a meeting at your convenience.

I look forward to hearing from you.

Best regards,

Mark Northway
Chairman

Cliff Weight says:

26th December 2016 at 9:54 am

RBS UPDATE @26.12.2016 I have received 133 signed forms so far for our RBS Shareholder Committee Resolution. This is more than the minimum 100 required, But I would still like more as the large number indicates how seriously members feel about this. I will deliver the forms to RBS on 30 Dec.
If you own RBS shares you can still join the campaign. Goto https://www.sharesoc.org/rbs.html to help😀

Group description:	All levels of experience welcome. A typical meeting agenda includes: – Macro Environment – Trades: Members review existing positions and identify securities with promising TA entry patterns or setups and with suitable risk/reward. Any security, long, short, futures, options may be considered. The convener takes actual positions in trades and maintains his own detailed ledger, accurately measuring performance of individual securities and cumulative activity. Members are notified by e-mail prior to the entries or exits that are decided upon. Following each meeting an updated copy of the ledger is circulated together with the next meeting agenda. Members may wish to maintain similar ledgers of their own but there is no obligation to do so. – Technical Analysis: Techniques and systems used in trades. Members can request discussion of particular aspects of TA.
Meeting Type/Venue:	Online via Zoom
Meeting Frequency/Timing:	The first Tuesday of every month from 7 to 9pm

Group description:	Following the launch of the SIGnet Technical Traders groups, it was identified that there were a number of members who use fundamental and other information as their main source of choosing companies to invest in, who would find some understanding of technical analysis helpful to identify good entry and exit points for their investments. This new SIGnet Technical Analysis in Support of Investing group is therefore being launched and we welcome members of all levels of experience to join.
Meeting Type/Venue:	Online via Zoom
Meeting Frequency/Timing:	There will be an initial Zoom meeting on Monday 29th April at 7pm to launch this group, please email info@sharesoc.org if you are interested in joining.

Group description:	A new in person group coming soon! Keep and eye on our Events page to register for the launch meeting.
Meeting Type/Venue:	In person
Meeting Frequency/Timing:	TBC

Group description:	Open to all investors / people with an interest in investing. Typical meeting will involve members talking about recent purchases, successes, failures and possible future purchases. Also with occasional visiting speakers or members making presentations on a topic of interest.
Meeting Type/Venue:	We aim to meet on the last Tuesday of each month in a private room at a pub in Playhatch. Start time 7pm with members encouraged to meet up around 6pm for a bite to eat / drink before hand, if their diaries allow.
Meeting Frequency/Timing:	7pm on the last Tuesday of the month. Meetings likely to last about two hours but with informal ‘overspill’ before / after.

Group description:	This group was set up as a forum to discuss companies in detail, each company is introduced by a member and discussion may last one or two hours. Membership is by invitation only and is for experienced investors.
Meeting Type/Venue:	The group meets at a venue in Waterloo, London.
Meeting Frequency/Timing:	Meetings are on Tuesday mornings at two month intervals.

Group description:	Our group members have wide ranging investment experience and work backgrounds. Discussion topics include reviewing our recent stock or collective investment buying and selling activity, plus what we are considering buying or selling and the reasons for our decisions. We also have a wider discussion on where we think opportunities might arise in the next few months and what we think needs to be avoided. Members occasionally lead discussions on specific topics such as recent events attended, articles or books of interest and sources of investment ideas and information.
Meeting Type/Venue:	During the pandemic our meetings were held on Zoom, but we have now resumed meeting in person at a location a few miles to the west of Colchester. Most meetings will now be in person, but it is possible that occasional meetings will be held on Zoom in special circumstances.
Meeting Frequency/Timing:	We meet midweek every two months. Zoom meetings run for about two hours from 10.30am and in person meetings from 11am until about 3pm, including a break for lunch.

Group description:	Our group is a broad church that contains investors of varying age and experience. We discuss stocks and investment trusts that we have bought, sold or are interested in and the reasons behind our decisions, and try to make sense of the ever changing investment environment. Our members backgrounds are diverse and include corporate banking, engineering, teaching and the leisure industry. Discussions are robust and challenging but tend to be to be informal, and do not generally involve agendas, presentations or detailed preparation. We are a friendly and approachable group who welcome investors of all levels – we just ask that you contribute, at whatever level you can.
Meeting Type/Venue:	Our meetings are held in a very nice pub near to South Ealing tube station (Piccadilly Line), not far from Ealing Broadway (District, Central and Elizabeth Line). Group numbers permitting (and assuming members are happy to purchase food and drink from the bar), we may also have access to a private room in the pub.
Meeting Frequency/Timing:	We meet every 2 months, usually on a Wednesday morning at 11am.

Group description:	An online group for those who are new to investing. Including topics such as how to buy and sell shares, unit trusts, investment trusts, exchange traded funds and diversification, tax and how to save it, pensions, portfolio management and research tools, other asset classes and basic technical analysis.
Meeting Type/Venue:	Online using Zoom.
Meeting Frequency/Timing:	Meetings are usually held on the 1st Monday of the month at 7:15pm.

Group description:	Group focused on active investing, primarily in small / medium cap UK equities.
Meeting Type/Venue:	Regular Zoom meetings interspersed with occasional face to face meetings and social activities in the North West.
Meeting Frequency/Timing:	Monthly on Saturdays at 10am.

Campaign to Obtain Shareholder Committee at RBS

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