Minimum standards to ensure that shareholders of companies whose shares are traded on a regulated market have a timely access to the relevant information ahead of the general meeting and simple means to vote at a distance have been introduced. The Shareholders’ Rights (Directive 2007/36/EC) Regulations 2009 amends the Companies Act 1963 and establishes enhanced rights for shareholders from 6 August 2009. The Regulations therefore apply to general meetings of which notice is given or first given on or after 6 August 2009.

 

The Regulations implement the EU Shareholders’ Rights Directive 2007/36/EC on the exercise of certain rights of shareholders in listed companies and which is intended to improve corporate governance. More specifically they apply to all companies that have their registered office in the State and whose shares are admitted to trading on a regulated market situated or operating within an EU member state. In Ireland, the regulated market concerned is the Main Market of the Irish Stock Exchange. Undertakings for collective investment in transferable securities (UCITs) and non-UCITs are specifically excluded from the Regulations.

  
The Regulations also promote the use of simplified electronic or internet-based means for shareholders to exercise their right to vote at company general meetings.

 
In summary they:

 

    

The Regulations also abolish “share blocking” (a prohibition on trading in shares in the run-up to a meeting by shareholders intent on participating and voting at such a meeting) and replaces it with a simplified procedure where a shareholder’s rights are based on the shares held by him on a specified date (the record date) prior to the general meeting.