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.

Pan African Resources AGM Report – a minor victory for shareholders on buy-backs

Pan African Resources is a South African gold mining company, but they are registered in the UK and hence hold their AGMs in London. This year it was at 10.00 am on the 22nd November in the City of London despite shareholders complaining about the 10.00 am start time last year. A full report is here, but here are some of the noteworthy points. Only the Chairman Keith Spencer was present from the directors, and he said the main reason for absence ...

Why should investors not see performance fee details at Northern VCT?

Northern Venture Trust (a VCT) introduced a management performance fee at a General Meeting on the 18th July. They did not have one before even though they had outperformed the very similar Northern 2 VCT over the last ten years who do. I spoke against the introduction of such a fee at the General Meeting, and raised questions about how the fees were to be calculated, as did another shareholder. The calculations were not at all clear from the meeting notice. As ...

London Investor Show Olympia

ShareSoc exhibited at the London Investor Show at Olympia on the 25th October. It proved to be a good show in terms of attracting new members and meeting existing ones even though there is substantial effort in organising and manning a stand. A photograph of the stand is shown to the right - Member Steve Holdsworth assisting at front, Director Chris Spencer-Phillips talking to a visitor. Incidentally the posters we used on the stand were printed by Printed.com – a division of ...

City of London Investment Group (CLIG) – a confusing AGM today

City of London Investment Group (CLIG)  – a confusing AGM today I’ll try to tell you briefly “the way it was” to paraphrase the CEOs introduction to his section of the Annual Report. A full report is available here. Barry Olliff is the CEO and this company has succession problems just like Carpetright which was covered in my last blog post. Likewise, they are back at square one after losing a new CEO appointed at the end of 2012, but who departed with ...

Robert Peston goes shopping and Carpetright

Last night a new series of TV programmes called “Robert Peston Goes Shopping” was launched on the BBC. It told the story of how a few individuals changed the nature of retailing in the UK in the 1950s and 60s. People such as Stanley Kalms of Dixons who was interviewed, Marcus Sieff of Marks and Spencer, Jack Cohen of Tesco and the Sainsburys. Typically these were dominant and self-driven personalities who adopted new methods to attract retail customers from their competitors. ...

New pay rules, and MS International

Yesterday was the dawn of a new era. The rules that impose the requirement of a binding, forward-looking vote on remuneration at UK listed companies came into force. Also there will be much clearer information provided on total remuneration, making it easy both to compare the figures with those of other companies and decide whether you like the numbers. It might not totally solve the problem of excessive director pay in FTSE-100 companies, but it is at least a step in the ...

Diageo votes at AGM – more opposition

This morning Diageo announced their voting results from the poll at their AGM on the previous day. Isn’t it annoying when the poll is not declared at the meeting so shareholders cannot question the board on the results? But that aside, they got 11.8% against the Remuneration Report, up from 7.5% last year. This rather reflects the complaints in the meeting itself about the general level of remuneration in such large FTSE-100 companies. It seems likely that last year’s figures were somewhat ...

Real Good Food – an example of poor AIM corporate governance

Chris Spencer-Phillips, a ShareSoc Director, attended the AGM of Real Good Food last week. This is typical of many AIM companies in that it has very poor corporate governance. They have an Executive Chairman, who refused to answer the questions from a shareholder at the meeting. In addition they have pay which is wildly out of line with the profitability and general size of the company. That includes £798k (including consultancy fees) to the Chairman, plus share options; and one of ...

Transparency and Trust – Consultation Response Submitted

ShareSoc is submitting a response to the BIS Discussion Paper on “Transparency & Trust” which can be read here:  www.sharesoc.org/Transparency_&_Trust_ShareSoc_Response.pdf . This wide ranging consultation is on a number of proposals to tackle many problems in the modern corporate scene, with a particular focus on tax avoidance and money laundering. Knowing who controls and owns companies is one of the concerns, but it also aims to tackle incompetent and fraudulent directors. A summary of the key points ShareSoc made in our ...