This article reflects the opinions of its author, Cliff Weight, and not necessarily those of ShareSoc.
We need to kickstart a system of connections for shareholders in our digital age
Archie Norman’s opinion piece in the FT 14 July “The bond between British business and society has eroded -We need to kickstart a system of connections for shareholders in our digital age” (subscription required) has clarified his clarion call to modernise the Companies Act.
This year, M&S experimented with a digital-only AGM and Archie recognises that he has gone too far, too quickly. “People still want to feel they can attend AGMs in person, so we need to find a balance”
ALL shareholders must be allowed to be real shareholders. Digital-only (and indeed physical-only) AGMs for large companies and shareholdings via nominee ownership currently fail that test. Archie’s petition is about bringing into focus the enabling efficient two-way communication between issuers and shareholders.
If you want a fuller explanation of the M&S position, then read the Open Letter. In respect of digitally enabled AGMs, it restates and follows the FRC guidance:
In seeking to recognise the validity of digital meetings, it should not invalidate other forms, including physical and hybrid meetings, nor the ability for questions to be posed on the day and answered live. In line with the FRC’s ‘Good Practice Guidance for Company Meetings’ (July 2022), companies should have the flexibility to opt for the format that works for the size, shape and geography of its shareholder base. The key is that new technologies are used as a tool to increase engagement and transparency…
The goal of improved engagement and transparency was always clear to me. With Archie’s latest clarification, the intent cannot be clearer.
So, I urge you to sign the petition for change.
Cliff Weight, Member of ShareSoc and Volunteer.
DISCLOSURE: The author holds shares in M&S.
“he has gone too far, too quickly”
This phrase, which you’ve used several times, implies that you agree with the idea of digital-only but think we aren’t ready yet. I don’t agree with the M&S position and will not sign the petition. And by the way, I used to be an M&S shareholder but sold many years ago due to their continual poor performance – I see that the share price is less than half what it was a decade ago and a third of what it was in 1997. If M&S could improve its performance perhaps they’d be less afraid of shareholders expressing their views …
to clarify and answer Stephen’s question:
1. I agree Digital only should be allowed in law. This is allowed now, but requires the company’s articles to allow this and for M&S it required a change in articles.
2. ShareSoc held a digital only AGM and it worked OK. We had 37 attendees, arguably much more than if a physical event had been done.
3. People want to attend AGMs in person, so we need to find a balance. This was the heading of the blog. It summarises my view. I am sorry if I have not made that clear, but thank Stephen for giving me the opportunity to do so.
4. ShareSoc have partnered with M&S, Equiniti, The QCA and UKSA in signing the Open letter to the Secretary of State for Business asking her to update the Companies Act. This is a once in a decade chance for change to make email addresses available for all those with a proper purpose. This is our key goal. My 7 conclusions and recommendations to make AGMS better are laid out in my AGM report (which is on the SHareSoc website, but only available to full members). They are a starter, an Aunt Sally and can built upon.
5. Let me also make a number of other points here which put in my linked in artilcle https://www.linkedin.com/feed/update/urn:li:activity:7085604798917435392/?commentUrn=urn%3Ali%3Acomment%3A(activity%3A7085604798917435392%2C7086237879663751168)&dashCommentUrn=urn%3Ali%3Afsd_comment%3A(7086237879663751168%2Curn%3Ali%3Aactivity%3A7085604798917435392)
It is critical that shareholders must be allowed to be real shareholders. Digital AGMs for large companies and shareholdings via nominee ownership fail that test. So, sign the petition for change at the link at the end of this post.
Digital keyboard warriors rushed to condemn Archie Norman’s opinion piece, in the FT online comments forum, but they missed the key point: that M&S were experimenting with digital and Archie now accepts he has gone too far, too quickly. “People still want to feel they can attend in person, so we need to find a balance”. I am a bit fed up with all the left wing, anti business, anti capitalist comments in the FT. My personal mantra is that Wealth means growth, investment and jobs, and that means less poverty.
Another problem is the digital comments foster extremism, whereas gaining consensus and making compromises are necessary to make any progress.
I suspect that Archie knew exactly what he was doing when he mentioned Margaret Thatcher in his first paragraph in his FT Opinion piece. Mentioning Thatcher gets a particular group of people every agitated. She is like Marmite. She was a great hero for me, as one who went to university when we had a 3 day week, when had to go the IMF in 1976 asking for a bailout. This was the time when we found out that Labour was not working. Uncompetitive industries were no longer given state subsidies and bailouts. None were too big to fail.
A few are saying I am biased to M&S, but I regard it as a constructive partnership.
Your inability to grasp the blatantly obvious is beyond tedious.
The Share Your Voice Campaign is an attack on shareholder democracy.
ShareSoc should withdraw their support and stop promoting it.
You and ShareSoc were and continue to be wrong.
Re your unsubstantiated claim of bias, I have already explained I own shares in M&S, I shop in M&S and I think their campaign is a good one. In point 4 above I explain “4. ShareSoc have partnered with M&S, Equiniti, The QCA and UKSA in signing the Open letter to the Secretary of State for Business asking her to update the Companies Act. This is a once in a decade chance for change to make email addresses available for all those with a proper purpose. This is our key goal. My 7 conclusions and recommendations to make AGMS better are laid out in my AGM report (which is on the ShareSoc website, but only available to full members). They are a starter, an Aunt Sally and can built upon.”
It is a little tedious having to repeat oneself, but imho one should not let the digital key board warriors have the last word.
Cliff, you are being called out for your bias towards M&S, so please explain it.
I have a number of observations from my own experience as someone who lives in the London catchment area with perhaps one fifth of the population:
1. It is expensive and inconvenient to attend before 10.45.
2. I recently went to an AIM company AGM held at 11 in central London and was the only shareholder.
3. I recently went to an AGM of a premium list company with perhaps 30 members in the room and 9 (I asked) watching and asking questions digitally.
4. To attend an AGM, as all my shares are held on a platform, I have to request a letter of representation. This normally works well.
5. However, following on from that, to attend digitally most companies require a log-in only available to shareholders.
6. It is always good to see a presentation by the company and an indication of this and of the level of refreshments (whether before or after a meeting – or both) should be a normal requirement with the notice.
7. Another AGM I attended did not have a presentation but questions were welcomed and it required some really insightful questions before meaningful discussion ensued.
8. To participate fully in a meeting it is necessary to have a copy of the agenda and annual report. It is surprising how many companies do not make these readily available.
9. Although most venues must be booked well ahead of time and put in the companies’ officials diaries, they are not always forthcoming about when and where the AGM will be held until the statutory notice time.
10. There is also the position where shareholders are left standing (insufficient provision of seating) outside the auditorium until the last moment, giving people little time to settle before the meeting starts.
I realise that Maslow’s Law applies to much of what I have listed but if companies genuinely want shareholders to attend, then attendance to detail will encourage them.
Peter, thank you for your detailed and specific comments. I also like the annual report to be available at the meeting, especially if it is several hundred pages long and weighs a ton. I often ask why they don’t print it on thinner, lighter, more environmentally friendly paper, but have yet to receive a sensible response.
So Cliff, to summarise;
You stated on Linkedin;
“Digital-only (and indeed physical-only) AGMs for large companies and shareholdings via nominee ownership currently fail that test.”
The M&S Letter states;
“Recognise the validity of digital AGMs”
You stated on this ShareSoc thread;
”Some may say I am biased to M&S, but I regard it as a constructive partnership.”
You stated on Linkedin;
“So, I urge you all to sign the petition”
So Cliff, updated;
You stated on Linkedin;
“Digital-only (and indeed physical-only) AGMs for large companies and shareholdings via nominee ownership currently fail that test.”
The M&S Letter states;
“Recognise the validity of digital AGMs”
You stated on Linkedin;
“AGMs are a minor issue”
You stated on this ShareSoc thread;
”Some may say I am biased to M&S, but I regard it as a constructive partnership.”
You stated on Linkedin;
“So, I urge you all to sign the petition”
Changing the 2006 Companies Act to permit digital only AGMs is a minor issue compared to what Flint is trying to do to remove fundamental shareholder rights that have existed for over 200 years. My spat with Danny (who continues to selectively quote my words out of context), which is about AGMs (which I regard as a minor issue NOW THAT ARCHIE NORMAN has clarified that he recognises that some individuals want to attend in person), should not obscure the more important issue of the proposed removal of shareholder rights for those in pooled nominee accounts. We need to examine further the use of segregated nominee accounts, like Crest/Euroclear provide in Sweden in a cost effective way for the minority of individuals who use them.
The petition is still in play, it has not been amended, it allows companies not shareholders to choose the format which could be digital only. The petition goes against your own summary but you still support it. You have to read the petition as written rather than as imagined.
Again, you keep disagreeing with the actual content of the petition whilst supporting the signing of it.
I again request that you withdraw your support of the petition which you acknowledge goes against your own view.
Changing the 2006 Companies Act to permit digital only AGMs is the biggest attack on shareholder democracy we have seen in a very long time. It should be fought. Supporting it is disgraceful.
I am truly appalled that you accept and promote digital only AGMs.
I would like to request from ShareSoc that I am allowed to contact all SIGnet Groups and ask to visit them in order to debate whether they feel that supporting and promoting a campaign which would allow all companies to legally move their AGMs to digital only is in the best interests of shareholder democracy.
After the debate, we would take a vote and submit that to the ShareSoc Board for consideration.
If the broader ShareSoc members would like a similar debate, I am happy to attend those too. i will happily explain the situation to them all.
In the interests of a fair debate, I would welcome the opposite view to be presented by as many people as you like.
I attended SIGnet Liverpool today.
We had an anonymous poll;
Do you support the ‘share your voice’ campaign?
No = 100%
Yes = 0%