Campus

DAX majority has CG shortcomings

A study done for the first time by Union Investment has located sizeable shortcomings in Corporate Governance among DAX firms. Only 39% of them implement the Code recommendations without exceptions or limitations. The findings of the study on recognition of the Code contradict the most recent analysis by the Berlin Centre of Corporate Governance from spring 2009. The compliance quota in the DAX was then 93.3%. According to indications from the Union Investment analysts, their study is based on the latest version of the Code, amended in summer 2009. Most infringements were observed in connection with the own-risk excess in D & O insurance, recommended duration of executive contracts, the upper limit on severance payments, Supervisory Board members’ pay and moves from boards to Supervisory Board chairs.

Speaking time at AGMs limited

The chair of an annual general meeting (AGM) can limit the speaking time of individual shareholders, ruled the Federal Court of Justice (BGH) on 8 February, overruling an earlier decision by Frankfurt Higher Regional Court. To prevent abuses, in future oral statements can be more easily limited than to date, to up to ten minutes. In the specific case, Karl-Walter Freitag, a well-known rebel shareholder, had sued against a charter amendment at the Hessian firm Biotest AG. On the basis of the 2005 amendment to the Companies Act, the firm had incorporated a limitation on the right of questioning and speaking into its charter by the requisite majority. Freitag brought an action against this, and lost. According to the BGH, oral statements can be limited to up to 15 minutes, and for later speakers even to 10 minutes. The chair may additionally allot a shareholder a time account of 45 minutes for questions and oral contributions and switch off the microphone if he exceeds it. Closing debate at 10:30 pm was also admissible if it meant the AGM could thus be finished the same day, says the judgment.

The best at IR

Börse Online readers have for the seventh time elected the German company with the best Investor Relations work. The Bird 2009 (Beste Investor Relation Deutschland) went to MDAX-listed Hamburger Hafen and Logistik AG (HHLA). The silver and bronze trophies went to construction services provider Bauer (MDAX) and chemicals giant BASF (DAX). The two best firms for IR in the DAX after BASF are Kali und Salz AG and Salzgitter AG. In the MDAX, as well as HHLA and Bauer, Deutsche Euroshop was given a distinction. In the TECDAX Manz Automation, Software AG and SMA Solar Technologies took the first three places. In the SDAX readers voted for MVV Energies, H&R Wasag and CeWe Color as the best at IR. For the readers, the most important factors influencing their assessment of IR work are topicality, credibility, comprehensibility and contact to the IR division.

Upswing not till 2011

Twice a year, news aktuell, CAT Consultants, the Handelsblatt and Faktenkontor query IR (Investor Relations) chiefs in various firms, and 27 professionals from IR agencies, online for their views on developments on financial markets. The latest study, done in November 2009, arrives at the finding that half the IR chiefs expect the crisis to end in 2011; only a quarter see it as ending still this year. Similarly, 50% of respondents stated that the economic crisis hardly affected international IR, while a third of IR divisions stated their firms were having to fight falling incoming orders. Earliest by 2010, however, a third of IR divisions expect turnover increases. Refinancing problems were likely to be the exception, estimated the IR specialists. One in four of the IR divisions expects their budget to be cut by up to 10%. IR chiefs see the biggest savings potential amongst service providers and agencies.

Bank advertising must be more honest

In mid-February, Karl-Burkhard Caspari, director of the Federal Institution for Financial Services Oversight (BaFin), stated that banks and financial-services providers are obliged to be honest and unambiguous in advertising their products. As well as opportunities, advertising must also mention the possible risks. A directive to this effect has existed since 2007. However, there is evidently an uncertainty of interpretation, since various institutions were found not to have been correct in their information to customers.