Corporate Governance

Corporate Governance News

This section on Corporate Governance provides investors with the latest topical news plus some informal comments and insights from ShareSoc’s directors and other contributors.

Woodford, FCA, Asset Management

Today the FT reveals that the FCA have launched an investigation in the Woodford Equity Income Fund. Last night in the Evening Standard, Anthony Hilton estimated that only about 200,000 people were invested in Woodford funds, and added "so why all the fuss". I think it is about trust. Most people in the UK do not trust business. For example, it does not help public levels of trust when Woodford takes a £36m dividend (from Woodford Investment Management Limited year end March 2018 ...

VCT Investor Group – Ventus & Ventus 2 VCT Shareholder Resolutions

Examples of egregious fee structures and of passive directors are to be found in many VCTs (Venture Capital Trusts). ShareSoc and its members campaign to try to rein in the worst offenders, see https://www.sharesoc.org/campaigns/vct-investors-group/ Our principal objectives are: To provide best practice guidelines on management fees, performance fees, directors’ tenure and independence. To provide advice for investors on specific VCTs by Identifying existing holders willing to work with others to share knowledge, to identify areas of concern and to make ...

Worldwide Healthcare Trust and Investor Voting

I recently received the Annual Report of Worldwide Healthcare Trust (WWH). This is one of those companies that has stopped sending out proxy voting forms for their AGM. The Registrar is Link Asset Services who seem to be making it as difficult as possible for shareholders on the register to vote. You either have to contact them to request a proxy voting form, or register for their on-line portal. I don’t want to register (and the last time I tried it ...

JESC and WPCT – Much in Common

Last week I received the Annual Report of JP Morgan European Smaller Companies Trust (JESC) which I have held since 2012. It has a good long-term performance but last year was disappointing. Net asset value return of minus 7.5% which is worse than their benchmark of minus 3.6%. The share price did even worse and it is now on a discount to NAV of nearly 15% as the discount has widened. The under-performance was attributed to poor stock selection. The Chairman, Carolan ...

Paying Illegal Dividends, Burford Capital, Woodford Patient Capital Trust and Zero Carbon Objective

A group of investors including Sarasin, Legal & General, Hermes and the UK Shareholders Association (UKSA) has written to Sir Donald Brydon who is undertaking a review of the audit market. They have yet again raised the question of whether the International Financial Accounting Standards (IFRS) are consistent with UK company law. In particular they question whether profits are sometimes being recognised, thus allowing the payment of illegal dividends. The particular issue is whether profits can arise on certain transactions under ...

Broker Charges, Proven VCT Performance Fee and LoopUp Seminar

The Share Centre are the latest stockbroker to increase their fees. The monthly fee for an ISA account is going up by 4.2% to £5.00 per month with increases on ordinary share accounts and SIPPs also. This is the latest of a number of fee increases among stockbrokers and retail investor platforms. The Share Centre blame the required investment in technology development and “an increasing burden of financial regulation”. The latter is undoubtedly the result of such regulations as MIFID II ...

Accesso Technology AGM Report

I attended the Annual General Meeting of Accesso Technology (ACSO) this morning (21st May) at their offices west of London. With a 10.00 am start time there were only about ten ordinary shareholders there. This company provides ticketing and queuing systems for theme parks and other visitor attractions. It had a great share price performance under the management of former CEO and then Executive Chairman Tom Burnet (who is still on the board as a non-exec director) until October 2018 when the ...

(BEIS) Parliament Committee Report on executive pay is highly critical of companies and fund managers

By Cliff Weight, ShareSoc Director My comments on this report of the Business, Energy and Industrial Strategy (BEIS) Parliamentary Committee, published 26 March 2019, are: This report very much endorses ShareSoc’s view that pay in FTSE 100 companies is too high, and probably most companies could recruit good executives for half the current rates of remuneration. We published our views in 2016 see ShareSoc’s remuneration guidelines see https://www.sharesoc.org/wp-content/uploads/2016/05/ShareSoc-Remuneration-Guidelines-Large-companies-2016.06.07-.pdf . We were ahead of the curve and it is good to see others ...

Lloyds Bank – Recommendation to vote against the Remuneration Report

I recommend shareholders vote against the Remuneration Report at the Lloyds AGM on 16 May 2019, because the proposal to pay the CEO a pension allowance of 33% of salary has attracted huge negative publicity. It has become a significant distraction and has negatively impacted the brand. The HBSC CEO accepted a reduction in his pension from 35% to 10% of salary. Antonio Horta-Osorio should have accepted the same, i.e. a 10% pension. The difference would be £293,000 year, but this is ...

Invitation to Meet with Royal Mail, April 8th 15.30pm

Following the Royal Mail's AGM in 2018, at which 70% of shareholders rejected the Director's Remuneration Report, the Royal Mail are embarking on a series of consultative meetings with major shareholders and shareholders' representatives to discuss their concerns. Such a meeting has been called specifically for representatives of UK Shareholders Association and ShareSoc and will be held at the Royal Mail's premises at Victoria Embankment London on April 8th and attended by Orna Ni-Chionna, NED and Chair of the Remuneration Committee; Julia ...