Shareholder: Rights and Responsibilities
Shareholders are individuals or entities who own shares in a company, which represents a portion of ownership in the company. As owners, shareholders have certain rights and responsibilities that are outlined in the company’s constitution and the Corporations Act 2001 (Cth) in Australia.
One of the most fundamental rights of shareholders is the right to access information about the company. Under Section 250E of the Corporations Act 2001 (Cth), a shareholder or a group of shareholders that together hold at least 5% of the voting shares in a company have the right to request certain financial and other information from the company. This includes the company’s financial statements, reports on the company’s operations, and other information that is relevant to the shareholders’ decision-making process. The company is required to provide this information within a reasonable time frame and must not charge the shareholders for providing the information.
Shareholders also have the right to participate in meetings and approve resolutions. Section 129 of the Corporations Act 2001 (Cth) states that shareholders have the right to attend and vote at general meetings of the company. Shareholders also have the right to propose resolutions, either individually or as a group, and vote on the resolution at the meeting. The specific rights and procedures for proposing and voting on resolutions will depend on the company’s constitution.
Additionally, Shareholders are entitled to receive dividends. Under Section 253 of the Corporations Act 2001 (Cth), the company’s directors have the discretion to pay dividends to shareholders, provided that the company has sufficient profits to do so. Shareholders are also entitled to a fair share of any assets upon winding up of the company under Section 254 of the Corporations Act 2001 (Cth).
Shareholders also have the right to remove and appoint directors. Under Section 271 of the Corporations Act 2001 (Cth), shareholders have the right to remove a director from office by passing a resolution at a general meeting. Shareholders also have the right to appoint a new director under Section 303 of the Corporations Act 2001 (Cth).
Furthermore, Shareholders have the right to access to information under Section 250E of the Corporations Act 2001 (Cth) and regulatory guide 49 Shareholders’ rights to access company information provides a more detailed explanation of the rights of shareholders to access information and the obligations of companies in relation to providing information to shareholders.
It’s important to note that these rights apply to both private and public companies, although the threshold for the percentage of shares required to make a request may differ between the two types of companies.
It is also worth mentioning that in addition to the rights, shareholders also have certain responsibilities, such as the responsibility to vote in a manner that is in the best interest of the company and to act in good faith when making decisions.
In conclusion, shareholders play an important role in the management and decision-making of a company, and they have rights to:
- access information
- participate in meetings
- approve resolutions
- receive dividends
- remove and appoint directors
- access to information and fair share of assets
It’s important for shareholders to understand their rights and responsibilities in order to effectively exercise them and contribute to the company’s success.
Shareholder Rights To Remember
The right to vote at meetings of the company, including the right to vote on the election of directors and on matters that affect the company as a whole, such as changes to the company’s constitution or the approval of a merger or acquisition.
- The right to receive dividends, if and when declared by the company.
- The right to share in the company’s assets if it is wound up and dissolved.
- The right to request information from the company, such as financial statements and other information relevant to the company’s performance.
- The right to bring a derivative action on behalf of the company if the directors have breached their duties.
- The right to apply for an order of the court for the inspection of the company’s books and records.
- The right to participate in any capital raising by the company, such as a rights issue or a public offering of shares.
- The right to transfer or sell their shares, subject to any restrictions or limitations imposed by the company’s constitution or laws.
References:
- Section 249D of the Corporations Act 2001 (Cth)
- Section 233 of the Corporations Act 2001 (Cth)
- Section 249E of the Corporations Act 2001 (Cth)
- Section 247 of the Corporations Act 2001 (Cth)
- Section 233 of the Corporations Act 2001 (Cth)
- Section 247 of the Corporations Act 2001 (Cth)
- Section 254T of the Corporations Act 2001 (Cth)
- Section 112 of the Corporations Act 2001 (Cth)
Websites:
- Federal legislation website – Corporations Act 2001
- Australasian Legal Information Institute website – Australasian Legal Information Institute
NOTE: Laws and regulations are subject to change and are updated regularly.
It’s important to note that the specific requirements can vary depending on the specific situation. It’s always best to consult your professional team if you have any doubts or questions about these obligations. This is only intended to inform, not advice.