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Wednesday, June 20, 2007

European Commission Formally Adopts Shareholder Rights Directive
Submitted by: Vaughn Stewart, International Analyst

On June 12, 2007, the European Commission announced the formal adoption of the "Directive on the Exercise of Certain Rights of Shareholders in Listed Companies." This new measure not only increases shareholders' access to information but also increases their ability to exercise their rights. According to Internal Market and Services Commissioner Charlie McCreevy, "These new rules will mean that shareholders, no matter where they are located in the EU, can have their say about the way companies are run and can hold management accountable."

Among other noteworthy improvements, the Directive requires minimum notices periods of 21 days for general meetings, mandates disclosure of voting results on company Web sites, and abolishes the old practice of share blocking. Furthermore, it abolishes many of the obstacles preventing shareholders from participating electronically at meetings (including electronic voting). The protection of a shareholder's right to ask questions and the company's obligation to answer them are also set out in the Directive.

The Directive represents a significant step forward for European corporate governance. Member States now have two years to implement the Directive in their national laws.

More information on the Directive and the consultation is available here.

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