What is the two strikes rule?

Under the two-strikes rule, when more than 25 per cent of shareholders vote down two annual remuneration reports in a row, it triggers a vote on a board spill that could result in the company’s entire board of directors facing re-election.

Why was Australia’s two strike rule introduced?

Because the aim of the ‘two-strikes’ rule was “to enhance accountability and strengthen the non-binding vote” (The Australian Financial Review, 12 December 2012), it is likely that rational shareholders will reflect on the level of shareholder wealth created by firm managers while voting on executive pay.

What happens if shareholders vote against remuneration?

What happens if the vote fails on either resolutions? If the binding vote on the remuneration policy fails, the company has the choice of either falling back on the last approved remuneration policy until the next AGM or calling a general meeting to put forward a revised policy.

What does it mean to spill a board?

In Australian politics, a leadership spill (or simply spill) is a declaration that the leadership of a parliamentary party (also known as a caucus) is vacant and open for re-election. A spill may involve all leadership positions (leader and deputy leader in both houses), or just the leader.

What happens if you bunt a foul ball with two strikes?

In the case where the ball goes foul from a bunt and the batter had two strikes on them, the ball is called dead and the at-bat is recorded as a strikeout. If a runner is stealing a base while the batter is bunting with 2 strikes, the runner will have to head back to the previous base if the batter fouls the pitch.

What is the remuneration report?

The remuneration report should explain the relationship between company performance and the remuneration of executives. This information helps shareholders assess whether the performance measures are appropriate to the company’s circumstances and whether an executive will have earned the remuneration offered.

What is a spill resolution?

Spill Resolution (conditional item) Item 9 (Spill Resolution) is a contingent Resolution and will only be put to the Annual General Meeting and voted on if 25% or more of the votes cast o n Item 2 a re cast against the adoption of the Remuneration Report, which means the Company receives a ‘second strike’.

What do you mean by shareholder activism?

Shareholder activism involves the efforts of the shareholders to bring about a desired change in the operations of the company or to influence the management in governing the company to protect the interest of the shareholders. In India, the Companies Act 2013 is the main source of law relating to shareholder activism.

Do you have to pull the bat back on a bunt?

On a bunt, the bat does not have to be pulled back. A batter can leave the bat in the strike zone and still have a ball called. To be a stike the ball has to be either in the strike zone, or the batter has to make an attempt to hit it.

Can a non executive director receive salary?

Non-executive director including independent directors are entitled to sitting fee. Section 197(5) of the Companies Act, 2013 states that a director may receive remuneration by way of fee for attending meeting of the Board or Committee thereof or for any other purpose whatsoever as may be decided by the Board.

How much is a non executive director paid?

Day rates can range from £500 to over £3,000 at the top end. Directors also sometimes receive equity as compensation for their work.

How is the two strikes rule playing out?

The two strikes rule: how has it played out? Executive pay has come under the spotlight this AGM season, with shareholders making use of new laws that allow them to hold company boards to account via a vote on their remuneration reports.

Why was the two strikes law introduced in Australia?

Australia’s two strikes law, introduced in 2010, was designed to curb corporate excesses by giving shareholders a greater say on pay. However the rule, which allows shareholders to vote to ‘spill’ the board if the remuneration report receives a ‘no’ vote of 25% or more two years in a row, has itself come under fire.

When did the first strike rule come into effect?

The law is an amendment to the Corporations Act and came into effect on July 1, 2011. The ‘first strike’ occurs when a company’s remuneration report — which outlines each director’s individual salary and bonus — receives a ‘no’ vote of 25 per cent or more by shareholders at the company’s annual general meeting.

How did the two strikes rule affect CEO pay?

ACSI research into CEO pay has drawn attention to a reduction in CEO fixed pay following the introduction of the two strikes rule. Its latest report into CEO pay noted that median ASX 100 fixed pay declined 3.1% year on year in 2015, continuing a trend that has seen fixed pay decline almost 12% from the 2012-2013 financial year.