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Updating the CAMAC AGM discussion paper

The discussion paper The AGM and shareholder engagement (September 2012) includes information from Australian and overseas sources on matters relevant to the terms of reference to CAMAC.

For the benefit of persons accessing this discussion paper, CAMAC has initiated an online periodic updating of the information in the paper. This additional information may also assist parties in formulating their views on the questions raised in the discussion paper. The intention is to continue this updating until the CAMAC report is published.

The additional information is inserted in relevant sections of the updated discussion paper, as noted in the Update summaries, below. The updated paper is published in Word version, with the additions in track-changes, both to draw attention to them and to allow a clean copy of the paper to be created by accepting the changes.

Please note: the Updates are not intended to change the overall analysis in the discussion paper, nor to alter the questions already posed, except where noted.

Invitation: parties are invited to draw the attention of CAMAC to any developments in Australia or elsewhere which they consider bear on the reference. The decision whether to include a matter in an Update remains with CAMAC. Please email: john.kluver@camac.gov.au

First set of Updates (October 2012)

    • 2012 edition of the UK Corporate Governance Code (Sections 3.2.2 and 4.2.3)
    • 2012 edition of the UK Stewardship Code (Section 3.2.3)
    • outline of French paper on proxy advisers expanded (Section 3.3.2)
    • Canadian paper on proxy advisers (Section 3.3.2)
    • CPA Australia guide to understanding annual reports (Section 4.1.3)
    • FRC consultation findings on complexity in financial reporting paper (Section 4.1.4)
    • ASIC consultation paper on the OFR (Section 4.1.4)
    • Ernst & Young publication on the AGM (Section 5.2.6)
    • case law on providing an opportunity for shareholders at an AGM to discuss a proposed resolution (Section 5.7.2)
    • ACSI research paper on institutional proxy voting (Sections 5.8.5A, 5.8.6, 5.12, 5.13 and 5.14). Note: the new Section 5.8.5A, and the additional dot point question in the shaded box at the end of Section 5.8.10.

Second set of Updates (November 2012)
    • ICSA paper on engagement between companies and institutional investors (Section 3.2.4)
    • CSA and Boardroom Partners paper on disclosures (Section 4.1.2)
    • PWC paper towards best-practice corporate reporting (Section 4.1.3)
    • FRC paper on disclosures in reports (Section 4.2.4)
    • BIS paper on the future of narrative reporting (Section 4.2.6)
    • Paatsch and Connal commentary on independent verification of votes (Section 5.14)
    • Toronto Stock Exchange initiatives on director elections, and contrast with US position (Sections 5.16.2 and 5.16.3)
    • Turkey e-GEM (electronic general meeting) system requiring hybrid physical-online AGMs (Section 6.3.2, Option 1)


Third set of Updates (December 2012)
    • ASX Corporate Governance Council review of its corporate governance principles and recommendations (Section 3.1.2)
    • FRC summary of 2012 changes to the UK Stewardship Code (Section 3.2.3)
    • European Commission Action Plan, including in relation to shareholder engagement (Section 3.3)
    • Canadian paper relevant to use of technology by companies to assist shareholder engagement (Section 3.3.3)
    • Australian Government options paper on the use of standard business reporting (SBR) for financial reports (Section 4.1.4)
    • FRC summary of a relevant aspect of the 2012 Edition of the UK Corporate Governance Code (Section 4.2.3)
    • Canadian ‘notice and access’ initiative in providing meeting-related information to shareholders (Section 5.3.2)
    • Canadian approach concerning issuer communications with beneficial owners of shares (Section 5.3.3)
    • US initiatives to move to annual election of directors (Section 5.16.2)

Persons accessing the updated discussion paper have the choice of a copy with all the updates (first, second and third set) in track-changes, or a copy with only the third set of updates in track-changes.

Click here to download the latest version of the discussion paper with all updates in track-changes, or (word document, 565 KB)

Click here to download the latest version of the discussion paper with only the third set of updates in track-changes (word document, 555 KB).


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