THE problem with shareholders in Hong Kong is that they are not organised. It is great to hear that the Securities and Futures Commission is planning to create a financial information centre to act as a data base for shareholders. Armed with information from the centre, it is argued, shareholders will be able to defend their rights better. The corporate governance debate in Hong Kong has shifted. From complaining and wailing about oppressed minority rights and castigating individual companies for particularly nasty cases of abuse, the debate now appears to be focusing on the shareholders themselves. Former SFC executive director Robert Gilmore summed up the debate, saying shareholders should be pro-active. They should get out there and fight for their rights. Corporate governance discussion in Hong Kong has come to acknowledge the lack of absolute power shareholders actually hold when it comes to companies that are either majority controlled or family owned. What needs to be focused on now is accountability of directors, or ensuring that they take responsibility for their actions. To rob another text from Power and Accountability, by Robert Monks and Nell Minow, John Braithewaite is quoted on this very subject. 'Companies have two kinds of records: those designed to allocate guilt [for internal purposes], and those for obscuring guilt [for presentation to the outside world, eg, the shareholders].' A database is all very well but what Hong kong shareholders need is an independent association to help or advise fellow shareholders to get active. A shareholders' association could operate as a focus for shareholder opinion in particular cases, where legal and accounting advice can be obtained, and large and small shareholders can join to take what might loosely be called disruptive action in public for annual or special general meetings. Such an organisation would help to ensure that the accountability and responsibility of directors actually means something. Directors of companies who carry out their duties in all sincerity and pay attention to shareholder opinion have nothing to worry about.
