I have organized over 45 shareholders general meetings (GM), and with Valgreen we have issued reports for over 100 general meetings only during 2022.
The most important aspect of a GM is to please the shareholders as the shareholders are the clients and the Board and the management are hired to work for shareholders, in the best interest of the Company.
One of the most important principles of the guidance issued by the Financial Reporting Council UK for listed companies refers to the fact that listed companies should seek the broadest access to and participation in GMs by a diverse range of shareholders. Whether attending virtually or in person, shareholders should have the opportunity to raise questions pertinent to the meeting agenda.
In practice this can be achieved by taking actions as below:
• In the era of social media when even a grandfather of 76 years old can join a video call for discussing with his family, all respectable listed companies should offer virtual or at least webcasted GM.
• In relation to any virtual element of a GM, companies should provide online functionality for real-time questions to be submitted during the meeting orally or in writing/electronically.
• If a moderated facility is used to manage questions during a virtually facilitated meeting, the company should highlight this facility and how it works.
• The chair or Q&A facilitator should make efforts to ensure a fair representation of questions are addressed.
• The chair of the meeting should ensure that, so far as practicable, board members attend the meeting (virtually or physically) to respond to questions. The chair should direct any relevant questions to those with the appropriate expertise.
Below is the percentage of shareholders joining the GM for BET index companies listed on Bucharest Stock Exchange and the use of technology for each company.
Company | Shareholders participation as % of voting rights for last GM | Type of GM |
AQUILA PART PROD COM | 91.34 | Physical only, at Ploiesti (80 km of Bucharest) |
S.N. NUCLEARELECTRICA S.A. | 89.69 | Physical only, in Bucharest |
OMV PETROM S.A. | 87.29 | Physical only, in Bucharest |
BRD - GROUPE SOCIETE GENERALE S.A. | 87.21 | Physical only, in Bucharest |
S.N.G.N. ROMGAZ S.A. | 84.79 | Physical only, in Bucharest |
Sphera Franchise Group | 82.99 | Physical in Bucharest and online, with online voting facility – the shareholders meeting is webcasted for shareholders voting using electronic platform |
MedLife S.A. | 78.90 | Physical only, in Bucharest |
Digi Communications N.V. | 76.61 | Physical in Amsterdam and online, with online voting facility – the shareholders meeting is webcasted for shareholders voting using electronic platform |
S.N.T.G.N. TRANSGAZ S.A. | 76.07 | Physical only, in Medias (350 km of Bucharest) |
C.N.T.E.E. TRANSELECTRICA | 75.51 | Physical only, in Bucharest |
TTS (TRANSPORT TRADE SERVICES) | 74.39 | Physical in Bucharest and online, with online voting facility – the shareholders meeting is webcasted for shareholders voting using electronic platform |
ALRO S.A. | 72.54 | Physical only, in Slatina (200 km of Bucharest) |
SOCIETATEA ENERGETICA ELECTRICA S.A. | 72.16 | Physical, in Bucharest and online voting facility |
TERAPLAST SA | 70.10 | Physical in Saratel (430 km of Bucharest) and online, with online voting facility – the shareholders meeting is webcasted for shareholders voting using electronic platform |
ONE UNITED PROPERTIES | 68.95 | Physical in Bucharest and online, with online voting facility – the shareholders meeting is webcasted for shareholders voting using electronic platform |
CONPET SA | 67.33 | Physical only, at Ploiesti (80 km of Bucharest) |
BANCA TRANSILVANIA S.A. | 65.85 | Physical only, in Cluj Napoca (480 km of Bucharest) |
FONDUL PROPRIETATEA | 59.45 | Physical only, in Bucharest |
BURSA DE VALORI BUCURESTI SA | 57.81 | Physical only, in Bucharest |
PURCARI WINERIES PUBLIC COMPANY LIMITED | 56.95 | Physical only, in Bucharest |
The conclusion is (again) that the companies belong to their shareholders and the shareholders needs to be informed in due time in order to attend a GM and to interact, directly or via technology with the management and with the Board.