On 22 January 2015, together with law firm Charles Russell Speechlys LLP and the Institute of Chartered Secretaries and Administrators (ICSA), we held an evening event to help quoted company directors know what to do if issues arise at your company's AGM and how to prepare you more generally for the 2015 'AGM Season'.
Using a fictional premium listed company ‘Meanswell PLC’ as a case study, attendees formed the shareholders at the company’s AGM. Dick Steele Chairman of Portmerion Group plc played the role of Chairman of Meanswell plc, with Charles Russell Speechlys Partners Andrew Collins and Adam Carling playing the roles of Board Directors. David Hicks, Partner, Charles Russell Speechlys played the role of General Counsel and Company Secretary and took us through the resolutions of the meeting, whilst Leon Kamhi, Head of Responsibility – Hermes Investment Management, and Director, Head of Engagement – Hermes EOS, and Peter Swabey, Policy & Research Director, ICSA, provided insight on AGMs from the company secretarial and investor perspectives.
The examples used were all from real life and/or the panels' own experience of various AGMs they have been apart of. Various scenarios – from a disgruntled key shareholder voting against the advisory resolution on the company’ remuneration report, votes of no confidence, to expelling members of the press from the meeting – were played out in real time.
Pauses during the AGM allowed attendees to share their options and views on how to deal with the disruptions and conflicts over resolutions. Our panel of experts then explained the most appropriate or the best course of action of dealing with the situations.
We have produced, together with Charles Russell Speechlys, a Company Secretary’s Guidance Note intended as high level guidance to assist a company secretary in supporting the Chairman at the company’s annual general meeting (AGM).
If you have any questions about this document please contact David Hicks, Partner at Charles Russell Speechlys.
The Quoted Companies Alliance regularly holds events in partnership with Charles Russell Speechlys for quoted companies on how to avoid negative boardroom situations. For more information about this or similar events, please email Samantha Green.