First published in The Business Times on October 9, 2018

By Mak Yuen Teen

On Sept 20, the Singapore Exchange (SGX) held its annual general meeting (AGM), which, according to news reports, was dominated by questions about listed companies suing their own shareholders for defamation.

What appears to have escaped attention is that at the AGM, 42.76 per cent of the shares that voted rejected the proposed restricted share plan (RSP). This is a very high percentage of shares voting against any resolution.

To put this in context, studies of AGMs in 2014, 2015 and 2016 by Chew Yi Hong and me show that the average percentage of shares voting in favour of share and share option schemes is more than 90 per cent. In 2016, out of 190 resolutions for performance or restricted share schemes, only three issuers received less than the support received by SGX for its RSP – with all three not approved by shareholders; another eight received less than 80 per cent support.

The fact that SGX proposed to shareholders for approval for what turned out to be a rather unpopular plan should be a matter for the board and its Remuneration and Staff Development Committee (RSDC) to think about. That being said, eight of the 11 resolutions, including all the resolutions relating to the election or re-election of directors, received more than 99 per cent of votes, and two others relating to the re-appointment of external auditors and general share issue mandate received more than 90 per cent, so there are no indications of a shareholder revolt at SGX. In terms of remuneration disclosures, SGX is one of the best, if not the best, among listed companies here.

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