Shareholder Rights Directive
For investors tracking their shareholder identification obligations required by EU issuers under SRD2: Note that ESMA and the EBA have published their joint assessment of SRD2’s implementation, following ESMA’s Call for Evidence in 2022 and the EBA’s own consultations. In their joint Report ESMA and the EBA took stock of stakeholder concerns, and addressed various SRD2 provisions including those relating to proxy advisors, the definition of “shareholder”, shareholder identification, transmission of information, the facilitation of shareholder rights, and intermediary practices.
Regarding SRD2’s shareholder identification thresholds – set by each Member State from 0% to 0.5% of issuer outstanding shares, and above which investors holding such amount are subject to being identified by issuers located in the Member State – the joint Report does not propose any legislative changes. (Instead, ESMA and the EBA encourage the Commission to further investigate how the thresholds affect shareholder engagement before considering any changes.)
Next steps: the European Commission will consider the joint Report, and then report to the European Parliament and Council on any suggested legislative changes to SRD2.
For more industry perspective on how SRD2 could change — possibly as an “SRD3” – see our Greg Hotaling’s interview with Asset Servicing Times earlier this year.