On 14 May 2019, the Proxy Advisors (Shareholders' Rights)
Regulations 2019 were published. The Regulations implement, in
part, the Shareholder Rights Directive II (SRD II,
which amends the original Shareholder Rights Directive (2007/36/EC)
(SRD)) with a view to encouraging long-term
shareholder engagement.
Under the Regulations proxy advisors are required to make
certain disclosures concerning the conduct of their business,
including the obligation to:
- disclose the code of conduct which
they apply, report on its application, explain any departures from
the code's recommendations and indicate any alternative
measures adopted and, if no code of conduct is applied, they must
explain why this is the case;