The Macquarie Bank spinner was on the
blower within half an hour of recieving yesterday’s Crikey Daily,
correctly pointing out that the Millionaire’s Factory is not required
to have a non-binding vote on its remuneration report regardless of
whether its AGM is held before or after June 30.
of the new law reads as follows: “Under the CLERP 9 transitional
provisions, section 250R applies to remuneration reports for financial
years that start on or after 1 July 2004 (Corporate Law Reform (Audit
Reform and Corporate Disclosure) Act 2004, Schedule 12, item 1468(3)).”
others words, my conspiracy theory of yesterday was wrong and
Macquarie’s first non-binding vote on its remuneration report will be
at the 2006 AGM because its financial year started on April 1, 2004 and
the law only applied for financial years starting after July 1, 2004.
Meanwhile, it’s interesting that Macquarie Bank
company secretary Dennis Leong was one of the business types lobbing
submissions at the Joint Committee on Corporations and Financial
Services arguing against the proposal to allow 20 shareholders to put
resolutions up at AGMs.
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Crikey has absolutely no problem with
making it more difficult to call EGMs, because these impose significant
costs on companies. But it should be made as easy as possible for
shareholders to propose resolutions for the AGM which has to happen
anyway, so there is no additional cost.
Check out the full list of submissions here
and you’ll see a range of corporate types moaning about the proposal to
cut the requirement for AGM resolutions from 100 signatures to 20. And
the Macquarie Bank submission is just laughable, with Dennis Leong
making the following claims:
Although Macquarie Bank is not opposed to minority groups
having an opportunity to voice their concerns, it is considered that
the “20 member proposal” (in the context of large companies like MBL
with 44,000 shareholders) is a ‘very small’ minority group, and that
this rule will give such groups the potential to significantly ‘hijack’
AGMs away from their primary purpose of allowing shareholders to ask
questions and hear about the company’s performance.
There is a
real risk that companies will be deluged with motions of no real
relevance, and that, if adopted, the “20 member rule” has the potential
to cause delays at meetings in dealing with irrelevant items, such that
members with real concerns will often leave the meeting before it is
That is just garbage. Australia still
doesn’t have a culture of shareholder pressure and there are only a
handful of companies in history that have faced an EGM or resolutions
at the AGM proposed by shareholders with 100 signatures. These include
Telstra, Wesfarmers, North, Boral, Gunns, Pacific Dunlop, NRMA and
If US corporates can happily cope with resolutions
being proposed by a single shareholder who owns $US2000 worth of
shares, then surely the likes of Macquarie Bank can put up with an
occasional resolution put up by 20 of their owners.