Standard Life seeks changes to rules on voting rights

Members of Standard Life have been asked to approve rule changes at the life assurance company's forthcoming annual general meeting…

Members of Standard Life have been asked to approve rule changes at the life assurance company's forthcoming annual general meeting which could make it more difficult for a group of members to present a case for its demutualisation.

The proposed rule changes will be voted on at the mutual's annual general meeting on April 30th in Edinburgh.

But most Irish members will vote by post before that date. A member who wants to request the board to call a special general meeting will have get the support of 999 other qualifying members to have the request heard, if proposed change in rule 12 is agreed.

The board wants to increase the number of members required to request a special general meeting from the current 50 to 1,000.

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This change would bring Standard's regulations more into line with those of other mutuals, the board said in its communication to shareholders.

To be a qualifying member, an individual must have held a Standard Life with-profits policy throughout the previous six months.

Under current rules members may have additional votes in respect of jointly-held policies - for example a husband and wife may each have a vote. The proposed new rule 33 states that each eligible member may cast only one vote "regardless of the number of policies he or she holds, solely or jointly, and regardless of the capacity in which the policies are held".

Under the proposed rule 51, the number of qualifying members needed to validly nominate a director to the board would increase from two to 250 but the minimum timescale for receipt of nominations would increase from two weeks to one month before the date of the meeting.

Other proposals include a new rule allowing the chairman to adjourn a general meeting "if he or she is concerned about there not being enough space in the meeting area or about the behaviour of those present, or if he or she believes that an adjournment is necessary to allow the meetings business to be properly carried out".

A change in rule 18 proposes that the chairman be empowered to adjourn a general meeting indefinitely - the board will decide when it should reconvene. A proposed new rule - number 31 - changes rule 29 on the revocation of proxy votes.

The current rule allows revocation of proxy votes with four hours notice - the new rule would require two clear working days notice.

But another change provides that a member who has appointed a proxy could attend and vote at the meeting - in this case the proxy would automatically be revoked.

The board is proposing that current rule 22 which sets out who may attend and vote at general meetings be replaced by a new rule, number 24.

Under current regulations members are entitled to attend and vote at general meetings if they have had with-profits policies in force throughout a three-month period beginning three months before the November 15th preceding the meeting and ending on the date of the meeting - a period of about seven months depending if the a.g.m. is held in mid-April.

The board now wants to be given power to designate a cut-off date for entitlement as long as it is no more than six months before the date of the meeting.