Posted by Noam Noked, co-editor, HLS Forum on Corporate Governance and Financial Regulation, on Saturday January 26, 2013 at 2:34 pm
Editor’s Note: The following post comes to us from James R. Modrall,
partner focusing on EU and international competition law at Cleary
Gottlieb Steen & Hamilton LLP. This post is based on a Cleary
Gottlieb memorandum; the full publication, including footnotes, is
available here.
On December 12, 2012, the European Commission published an Action Plan
with initiatives it intends to undertake in 2013 in the fields of EU
company law and corporate governance. These initiatives are primarily
inspired by the responses to the Commission’s 2011 Green Paper on the EU corporate governance framework and an on-line consultation
on the future of European company law. They are aimed at enhancing
transparency, engaging shareholders and simplifying cross-border
operations of EU companies. The Commission further plans to codify a
number of major EU company law directives.Enhancing Transparency. The Commission plans to undertake the following measures aimed at increasing transparency in EU companies:
- A proposal (possibly through an amendment to the Accounts Directive) to strengthen disclosure requirements with respect to companies’ board diversity policies and risk management strategies;
- A recommendation to improve the quality of companies’ corporate governance reports, in particular the quality of explanations provided under the “comply or explain” principle;
- An initiative to improve the visibility of shareholdings in Europe (as part of the Commission’s legislative work program in the field of securities law); and
- An initiative (possibly through an amendment to the Shareholders’ Rights Directive) on disclosure of voting and engagement policies and voting records by institutional investors.
Engaging Shareholders. The Commission intends to focus on the following initiatives to improve shareholder engagement in EU companies:
- An initiative (possibly through an amendment to the Shareholders’ Rights Directive) to improve transparency on director remuneration policies and individual remuneration of directors, and to grant shareholders the right to vote on companies’ remuneration policies and disclosure;
- An initiative (possibly through an amendment to the Shareholders’ Rights Directive) aimed at improving shareholders’ control over related-party transactions;
- An initiative (possibly through an amendment of the Shareholders’ Rights Directive) to improve the transparency and conflict-of-interest frameworks applicable to proxy investors, based on the responses to ESMA’s 2012 discussion paper on proxy advisors;
- Working closely with ESMA and competent national authorities to develop guidance regarding the relationship between investor cooperation for corporate governance purposes and the rules on “acting in concert” under the Takeover Bids Directive and the Transparency Directive; and
- Encouraging the development of transnational employee share ownership schemes in Europe.
- Conduct consultations to assess the need for an initiative on the cross-border transfer of companies’ registered offices (since there are currently no EU rules enabling companies to transfer their registered seat within the EU while preserving their legal personality);
- Report on a current study on the application of the Cross-Border Mergers Directive and assess the need to revise the rules on cross-border mergers, given the complexity of and the uncertainty surrounding a number of (mainly procedural) issues (e.g., a lack of harmonization of valuation methods for assets, the duration of the protection period for creditors’ rights and the consequences for creditors’ rights on completion of the merger);
- Consider an initiative to provide a framework for cross-border divisions (possibly through an amendment of the Cross-Border Mergers Directive);
- Continue to explore ways to improve the administrative and regulatory framework applicable to SMEs to enhance their cross-border operations and to follow-up on the proposal to create a European private limited company;
- Launch an information campaign to encourage the use of the European Company and European Cooperative statutes; and
- Improve the information available on groups of companies and on the recognition of the “group interest” concept.
Souce: http://blogs.law.harvard.edu/corpgov/2013/01/26/eu-commission-proposes-action-plan-for-corporate-governance/
Fuck the EU its time to leave the EUSSR and be friends with our European neighbours with less government. It is time for the UK to go back to its Commonwealth which it disgustingly left behind..
Uploaded on Sep 2, 2011
1. The European Union's six constitutional treaties build a three tier politburo dictatorship.
2. The EU has the laws of a police state - which are being increasingly enforced.
3. The EU's 120,000 regulations will bring us a soviet style command economy and abject poverty.
4. Unelected EU dictators will control the nuclear weapons of former nations of Britain and France.
5. The EU's illegal six treaties will compel us to hand over all our armed forces to the EU.
6. Our armed forces and police have been told they will swear a new oath to the EU, or be fired.
7. The EU's 120,000 regulations will rigidly control our personal lives - more than any nation in history.
8. EU regulations now cost us £100 billion a year. (Better Regulation Commission annual report 2005)
9. When enforced, those illegal regulations will destroy most of our 4.5 million small businesses.
10. Up to 13.5 million will be unemployed after EU regulations close small businesses.
11. The 120,000 regulations will make us subject to continual arrest (SOCPA 2005).
12. There are now 3,095 "Crimes against the EU state" on the British statute book.
13. The EU's Constitutional treaties replaced the British Constitution on 1st January 2009.
14. The independent nation of Britain was finally abolished by the Lisbon Treaty on 1st Jan 2009.
15. 16 EU Bilderbergers control our parties: Ken Clarke, Maude, Cameron, Millibands, Mandelson, Clegg
16. The EU's Road Pricing and then ID chips will keep the state informed of our exact position.
17. Huge taxes/fines by the EU's Road Pricing, Congestion Charging and global warming policies.
18. The EU Regionalisation Plan will abolish Englfand and our 48 counties in favour of 9 EU regions.
19. The 9 EU regions will report direct to Brussels, not to Westminster, which will be defunct.
20. The EU Regionalisation Plan will abolish our 19,579 councillors.
23. British common law mainly replaced by EU corpus Juris by 1992. Government is now above the law.
21. Police have shot 30 innocent people dead since 1992 and have not been successfully prosecuted.
22. 1,100 deaths in police custody since 1992 and no successful prosecutions.
24. Police Shoot to Kill policy now in force; illegal under British common law, OK under EU corpus juris.
25. EU conceived in Germany from 22nd June 1940 as the EEC - speech by Hermann Goering.
26. First EEC conference Berlin University 1942, 13 nation summit Berlin 1943 run by von Ribbentrop
27. After fall of Germany, the Germans switched the EU from a Nazi to a communist basis in 1946.
28. Hitler's Deutsche Verteiderungs Dienst Intelligence Department (DVD) still controls EU development.
29. Edward Heath, Geoffrey Rippon, Roy Jenkins recruited by the DVD in 1958 as saboteurs.
30. DVD has arranged finance to put pro-EU ownerships into British newspaper groups.
31. EU has been sabotaging Britain with German Frankfurt School techniques since the 1950's.
33. The EU's main subversive organisations in Britain are senior Freemasonry and Common Purpose
34. The EU's Common Purpose (CP) has trained 40,000 local leaders for "the post democratic era"
35. CP controls the NHS, and is wrecking it with Frankfurt subversion techniques (eg continual change).
36. Common Purpose has 400 staff inside the BBC censoring out anti-EU news and and current affairs.
37. Common Purpose has staff in hundreds of local newspapers censoring out anti-EU news
38. Common Purpose is transferring power from councillors to the unelected council executives.
39. Common Purpose has built the EU gravy trains inside local and national government.
40 CP and Freemasonry snatch 4,500 children a year from good parents for forced adoption.
41. CP has built most of Britain's 8,500 quangos costing us £167 billion pa (Cabinet Office 2007 figs)
2. The EU has the laws of a police state - which are being increasingly enforced.
3. The EU's 120,000 regulations will bring us a soviet style command economy and abject poverty.
4. Unelected EU dictators will control the nuclear weapons of former nations of Britain and France.
5. The EU's illegal six treaties will compel us to hand over all our armed forces to the EU.
6. Our armed forces and police have been told they will swear a new oath to the EU, or be fired.
7. The EU's 120,000 regulations will rigidly control our personal lives - more than any nation in history.
8. EU regulations now cost us £100 billion a year. (Better Regulation Commission annual report 2005)
9. When enforced, those illegal regulations will destroy most of our 4.5 million small businesses.
10. Up to 13.5 million will be unemployed after EU regulations close small businesses.
11. The 120,000 regulations will make us subject to continual arrest (SOCPA 2005).
12. There are now 3,095 "Crimes against the EU state" on the British statute book.
13. The EU's Constitutional treaties replaced the British Constitution on 1st January 2009.
14. The independent nation of Britain was finally abolished by the Lisbon Treaty on 1st Jan 2009.
15. 16 EU Bilderbergers control our parties: Ken Clarke, Maude, Cameron, Millibands, Mandelson, Clegg
16. The EU's Road Pricing and then ID chips will keep the state informed of our exact position.
17. Huge taxes/fines by the EU's Road Pricing, Congestion Charging and global warming policies.
18. The EU Regionalisation Plan will abolish Englfand and our 48 counties in favour of 9 EU regions.
19. The 9 EU regions will report direct to Brussels, not to Westminster, which will be defunct.
20. The EU Regionalisation Plan will abolish our 19,579 councillors.
23. British common law mainly replaced by EU corpus Juris by 1992. Government is now above the law.
21. Police have shot 30 innocent people dead since 1992 and have not been successfully prosecuted.
22. 1,100 deaths in police custody since 1992 and no successful prosecutions.
24. Police Shoot to Kill policy now in force; illegal under British common law, OK under EU corpus juris.
25. EU conceived in Germany from 22nd June 1940 as the EEC - speech by Hermann Goering.
26. First EEC conference Berlin University 1942, 13 nation summit Berlin 1943 run by von Ribbentrop
27. After fall of Germany, the Germans switched the EU from a Nazi to a communist basis in 1946.
28. Hitler's Deutsche Verteiderungs Dienst Intelligence Department (DVD) still controls EU development.
29. Edward Heath, Geoffrey Rippon, Roy Jenkins recruited by the DVD in 1958 as saboteurs.
30. DVD has arranged finance to put pro-EU ownerships into British newspaper groups.
31. EU has been sabotaging Britain with German Frankfurt School techniques since the 1950's.
33. The EU's main subversive organisations in Britain are senior Freemasonry and Common Purpose
34. The EU's Common Purpose (CP) has trained 40,000 local leaders for "the post democratic era"
35. CP controls the NHS, and is wrecking it with Frankfurt subversion techniques (eg continual change).
36. Common Purpose has 400 staff inside the BBC censoring out anti-EU news and and current affairs.
37. Common Purpose has staff in hundreds of local newspapers censoring out anti-EU news
38. Common Purpose is transferring power from councillors to the unelected council executives.
39. Common Purpose has built the EU gravy trains inside local and national government.
40 CP and Freemasonry snatch 4,500 children a year from good parents for forced adoption.
41. CP has built most of Britain's 8,500 quangos costing us £167 billion pa (Cabinet Office 2007 figs)
Learn More Here: https://www.youtube.com/watch?v=-KIc7jLx8RA&list=UUo7RR0AxWN5Qb4drQBZbz6A&index=1
And Here: https://www.youtube.com/user/europarl
Plus Here: http://www.eureferendum.com/
http://www.ukipmeps.org/
Spread this truth and make it viral :)