Activities of Evelyn REGNER related to 2011/2181(INI)
Legal basis opinions (0)
Amendments (19)
Amendment 2 #
Motion for a resolution
Paragraph 1
Paragraph 1
1. Welcomes the Commission's revision of the EU corporate governance framework initiated by the Green Paper; stresses that it could go further than applying the "comply and explain" principle;
Amendment 3 #
Motion for a resolution
Paragraph 1 a (new)
Paragraph 1 a (new)
Amendment 4 #
Motion for a resolution
Paragraph 1 a (new)
Paragraph 1 a (new)
1a. Regrets the Green Paper’s focus on the unitary system and disregard for the dual system, which is equally widely represented in Europe; many questions raised in the Green Paper do not arise under the dual system, including for example the demarcation of the respective powers and responsibilities of the Chief Executive Officer and the Supervisory Board, as these are clearly demarcated by law in dual systems;
Amendment 12 #
Motion for a resolution
Paragraph 2
Paragraph 2
2. Regrets however that important corporate governance issues such as board decision-making, directors' responsibility, directors' independence, conflicts of interest or, gender diversity, employee representation and stakeholders' involvement have been left out of the Green Paper;
Amendment 16 #
Motion for a resolution
Paragraph 4
Paragraph 4
4. Believes that a basic set of EU corporate governance measures should apply to all listed companies, no matter what their size;
Amendment 21 #
Motion for a resolution
Paragraph 5
Paragraph 5
5. Notes that these measurrules should be proportional toapply irrespective of the size, complexity and type of the company; suggests that in order to define which measures apply, a system of thresholds based on the number of employees and/or the turnovera system of clear rules and sanctions should be set up in order to provide stakeholders and shareholders with comprehensive and transparent information about the measures taken to ensure shoulnd be set upcorporate governance, and to protect their interests;
Amendment 25 #
Motion for a resolution
Paragraph 7
Paragraph 7
7. Stresses that in general there should be a clear demarcation between the duties of the Chair of the Board of Directors and the Chief Executive Officer in the monoistic board system; notes however that this rule should not be proportional to the size and the peculiarities of the company and that this decision should be taken by the assembly of shareholders;
Amendment 27 #
Motion for a resolution
Paragraph 7 a (new)
Paragraph 7 a (new)
7a. emphasises the importance of employee representatives being on the boards of directors, in particular in view of their long-term interest in the company as well as their experience and knowledge of its internal structures;
Amendment 28 #
Motion for a resolution
Paragraph 8
Paragraph 8
8. Stresses that boards must include independent individuals with a mix of skills, experiences and backgrounds, including representatives of the workforce, that this aspect of their composition should be adapted to the complexity of the activities of the company and that it is the responsibility of the Chair to ensure the right balance of skills in the board;
Amendment 36 #
Motion for a resolution
Paragraph 10
Paragraph 10
10. Calls for an increase in the number of women on boards balanced representation of at least 40 % of women on boards until 2015 to be achieved by means of a system of flexible quotas;
Amendment 38 #
Motion for a resolution
Paragraph 11
Paragraph 11
11. Stresses that directors must devote sufficient time to the performance of their duties; considers, however, that noa one- size-fits-all rules are advisable should be laid down and the limits to the number of boards of directors or supervisory boards on which a directomember can serve should be restablished on an individual basis by each companyricted to four mandates; points out that this would help increase the frequency of board meetings and improve the quality of in-house supervisory bodies;
Amendment 41 #
Motion for a resolution
Paragraph 12
Paragraph 12
12. Agrees that external evaluations on a periodical basis are useful tools for assessing the effectiveness of corporate governance practices; however, is of the opinion that they should not be compulsory;
Amendment 43 #
Motion for a resolution
Paragraph 13
Paragraph 13
13. Encourages disclosure of the remuneration policy and the annual remuneration report, which should be subject to the approval of the assembly of shareholders; stresses however that the disclosure of individual remuneration of executive and non-executive directors would constitute a breach of privacy and should be avoided unless consent is given by the person concernedis important to reach greater transparency;
Amendment 50 #
Motion for a resolution
Paragraph 14
Paragraph 14
14. Notes that the board is the body responsible for reviewing and approving the strategy of the company, which includes the company's approach to risk, and should report it meaningfully to shareholders; considers that environmental and social risks should be included insofar as they have a material impact on the company, as already required under EU legislation;
Amendment 61 #
Motion for a resolution
Paragraph 22
Paragraph 22
22. Believes that proxy advisors play a very important role, but their activity is often subject to confsecurity lending with the purpose of voting on borrowed shares is a bad practice; encourages the Commission to harmonise rules for registering and identifying shareholders, to propose rules to prevent abuse of securities lending for the purpose of exercising voting rights linked to borrowed shares in shareholder meetings and to oblige intermediates to enable the original shareholders to actively participate in voting and to make sure that their voting instructions are respected by proxy advisors, as well as to ensure that voting policties of interestdentified shareholders are disclosed; calls on the Commission for further regulation of proxy advisors with special attention to transparency and conflict-of-interest issues; is of the opinion that proxy advisors should not be allowed to provide consulting services for the investee company;
Amendment 62 #
Motion for a resolution
Paragraph 23
Paragraph 23
23. Considers that companies should be entitled to know the identity of their owners and that minimum harmonisation requirements should be set at the EU level for the disclosure of material shareholdings;
Amendment 64 #
Motion for a resolution
Paragraph 24
Paragraph 24
24. Notes that the protection of minority shareholders is a question which is addressed by national company law provisions, while Union action might be useful to promote proxyelectronic voting;
Amendment 66 #
Motion for a resolution
Heading 4
Heading 4
Amendment 67 #
Motion for a resolution
Paragraph 27
Paragraph 27
27. Believes that the ‘comply-or-explain’ system is a usefulnot the correct tool in corporate governance; i for companies, as int favour of compulsory adherence to a Code of Conduct chosen by the companiled in the past; Stresses that a set of compulsory European rules complemented by soft law in form of codes of best practices are necessary; considers that any deviation from the Code of Conduct should be explainedset of European rules should be sanctioned by the Member States in a meaningful way and; in addition to this explanation,companies should explain which soft law rules they have not complied with and the alternative corporate governance measure taken instead should be described and explained;