||Issue No. 198||03 October 2003|
The Monk Off Our Back
Interview: No Ifs, No Butts
Unions: National Focus
Industrial: Fools Gold
Bad Boss: Bones of Contention
History: The Gong Show
Politics: The Hawke Legacy
International: Sick Nation
Economics: Closed Minds
Review: Mixing Pop and Politics
Poetry: One Size Fits All
The Locker Room
Concrete Boot for Democracy
The extraordinary proposition is Boral’s response to small shareholder demands for improved workplace safety, and shareholder control over executive remuneration.
TWU secretary, Tony Sheldon, is in no doubt that the directors' proposal, mailed to stockholders in the lead-up to this month's annual general meeting, is retaliation for the campaign mounted by truck drivers agitating under the Boral Ethical Shareholders umbrella.
Sheldon labeled the proposal, listed as Resolution 3 on the AGM notice of meeting, an "outrageous attack" on corporate democracy and accountability.
"In effect, it would transfer all meaningful decision making powers at Boral to the board of directors," Sheldon said. "All shareholders would be disenfranchised and small shareholder groups would have absolutely no say in the direction of their company."
Currently, items going to Boral's constitution can be forced onto the AGM agenda by the combined weight of 100 stockholders, large or small.
Directors, however, are proposing that the company's constitution be changed to restrict that right to the board of directors or shareholders controlling at least five percent of the company's stock.
This week there were 343, 848, 587 ordinary Boral shares and they traded at $5.30.
If directors get their way, shareholders wanting significant policy changes would need to control around 17 million shares, valued at more than $91 million, to have their issues discussed.
Sheldon said this would "completely disenfranchise" every one of the 5300 Mum and Dad investors in the concrete company. Between them they hold just 4.15 percent of Boral stock.
Two of the resolutions forced onto this month's AGM by Boral Ethical Investors and supporters, including church groups, seek the formation of a board sub-committee to monitor health and safety, and that director remuneration be subject to AGM control.
Both, technically, go to the company's constitution and could in future be denied a hearing by a board that has written to shareholders recommending that they be rejected.
Meanwhile, the Boral Ethical Shareholders campaign has been boosted by public support from Uniting Care, a church-based charity holding more than 200,000 company shares.
TWU members will take a Uniting Care letter to institutional investors it is meeting in the lead-up to the AGM.
"We have been advised of a number of incidents of safety, which are of concern to us," Uniting Care executive director, Rev Harry Herbert, writes to Boral bosses.
"We understand that Boral was fined $130,000 in the Australian Industrial Relations Commission following the death of a Boral employee who died after being crushed between pallets of bricks. Again, in the Queensland Commission in another case, the fitting of an unsuitable turntable led to the overturning of a truck and tanker. Finally, we have been advised that your company was fined $60,000 following an accident in your timber mill at Tumbarumba (NSW).
"Of particular concern to us are comments that your company is not conscientiously seeking to put training and procedures in place in order to minimise or, if possible, eliminate accidents of this type.
"You will appreciate that it would be a matter of serious concern to us should there not be a concerted attempt by your company to address these matters."
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