“Irish companies follow the U.K. Corporate Governance Code and generally have high levels of compliance with its guidance. Nonetheless, a number of companies lag their U.K. peers, with gender diversity, remuneration disclosure and Board tenure the likely areas of focus for institutional investors in 2018.”

Jonathan Neilan, Managing Director

Country:
Ireland

Country: Ireland

Average % of insider ownership:

0.90

Activism
Threat Level


To learn more about this country, please click on the tabs below


Companies listed on the Main Securities Market are required to comply with both the U.K. Corporate Governance Code and the Irish Corporate Governance Annex. Like their counterparts in the U.K., Irish companies will be digesting the implications of the significant developments in U.K. corporate governance in 2018.

Ireland has seen a steady increase in shareholder activism since 2015. Ranked third in the Eurozone for activist threat level, activism in Ireland has trended towards remuneration issues but there is increasing evidence of shareholders widening their focus to longer-serving Directors.

Shareholders reaching, exceeding, or falling below a three percent threshold, or where the holder exceeded three percent both before and after the transaction, must disclose their voting interests and provide updates when ownership changes whole number increments. The disclosure threshold was reduced from five percent to three percent following enactment of the Companies Act 2014 of Ireland.

Shareholders holding at least five percent of shares, in the case of companies listed on a regulated market, or ten percent in all other cases, can require a general meeting to be convened. Three percent of voting shares gives shareholders power to add items on the agenda of an annual meeting and table draft resolutions to be adopted at annual meetings.

Like the U.K., structural defenses are limited for Irish listed companies.


Top Campaigns by Type

1. Remuneration
2. Removal of CEO or Other Board Member
3. Share Repurchase

Campaigns By Year

Total
Campaigns

29

Notable Invested Activists

Blue Harbour Group
Sachem Head Capital Management
Muddy Waters Research

Recent activism campaigns

Adient plc
VS.
Blue Harbour Group
Shire plc
VS.
Sachem Head Capital Management
Prothena Corporation plc
VS.
Kerrisdale Capital Management

Total Active
Campaigns

5

Contact FTI Consulting

Jonathan Neilan

Managing Director
+353 1 663 3686
Jonathan.Neilan@fticonsulting.com

Geoff Serednesky

Capital Markets Research and Activist Engagement
Managing Director
+1 312 861 4721
Geoff.Serednesky@FTIConsulting.com