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Disclosure requirements for listed companies - Coggle Diagram
Disclosure requirements for listed companies
All companies are under an obligation to disclose the following types of information
Constitution and any changes
Directors and company secretaries
Changes of registered details including company name, registered or SAIL address
Share capital
Accounts
Mortgages and charges
PSCs
All companies must also comply with the business names disclosure requirements on ll their business stationery, invoices, emails etc requiring disclosure of their registered name, RO addresses, place of registration and reg number
Companies Act obligations
Strategic report
Main trends and factors likely to affect future development, performance or position of the company
Environmental matters
Company employees
Social and community itnerests
The company's strategy
The company's business model
The genders of its directors, senior managers and employees
Those third parties with which the company has contracts or arrangements essential to its business
Directors report
Must include details on the company's capital and holders of securities and agreements in relation to change of control/takeover
Must include details of the acquisition by the company of any of its own shares
Directors remuneration report
The directors of a quoted company must prepare a directors remuneration report which should contain the following sections
Statemet by the chair of remuneration commitee
Single total figure table of remuneration for each director
Details of any payments to past directors
Where the directors remuneration policy is not being put to a resolution at the AGM, performance targets for the financial year
Details of remuneration committee including an assessment of independence
a statement of voting on the remuneration report and remuneration policy
A separate section on the remuneration policy
Auditors report
Must include details of the auditable sections of the directors remuneration report, strategic report, directors report and the corporate governance statement
Summary information
Companies are permitted to issue the strategic report and supplemental material to their shareholders in place of the full statutory accounts
Any shareholder receiving the strategic report and supplemental material may require that the full accounts be sent to them
Quoted companies must include a copy of that part of the remuneration report which sets out the single total figure table
Any member or holder of debentures of a quoted company is entitled to be provided on demand and without charge a single copy of the following documents
Last annual accounts
Last directors remuneration report
Last strategic report
Last directors report
Auditors report on the accounts
Directors remuneration policy
A quoted company at least every 3 years put a resolution to the meeting held to receive the annual report and accounts and a resolution to approve the directors remuneration policy or any revisions to the directors remuneration poliyc
Any changes to the existing, approved directors remuneration policy are not effective until approved by the members
Notice of GM
GM where specified conditions met: 14 days
The meeting is not an AGM
Members are offered an electronic voting facility
A special resolution has ben passed to reduce the notice period to 14 days, this must have happened at the immediately preceding AGM or at a GM held since the last AGM
All other GM: 21 days