The Swedish government published 27 June 2019 the legislative proposal 2019:12, Amendments to new EU legislation regarding shareholders rights, which transposes the revised shareholders rights directive from 2007.

The revised shareholders rights directive aims at counteract short –term risk taking, encourage long-term shareholder engagement and to enhance transparency in companies listed on a regulated market in Europe.  

The legislative proposal states i.e. that companies listed on a regulated market will be able to request  identification of its shareholders.

Intermediaries, such as the central securities depository and nominees, should on the request of the company, communicate without delay to the company the information regarding shareholder identity. The legislative proposal also includes a requirement that intermediaries should facilitate the shareholders exercise of its shareholders rights.

It is proposed that the rules for the record day for the Annual General Meeting is changed so that it takes place six banking days, instead of five weekdays, before the Annual General Meeting. Such change implies that the nominees are given the opportunity to continue the voting rights registration for another two banking days after the record date.

The changes to the Swedish Companies Act (2005:551) and the Swedish Central Security Depository Act (1998:1479) will enter into force 3 September 2020. The Commission has also enacted an implementing regulation which complements the provisions regarding shareholders rights. This regulation will also apply as of 3 September 2020.

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Elisabeth Helmenius
Legal counsel
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Mats Gunnarsson
Senior Operations Advisor
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