 |
|
|
|
|
|
Customers in all parts of the world depend on Reuters to provide them with reliable and objective news and information.
|
Reuters therefore has a special need to safeguard its independence and integrity and avoid any bias which may stem from control by specific individuals or interests. Reuters share structure includes two mechanisms specially designed to prevent this happening:
|
 |
no shareholder may own 15% or more of the shares.
|
|
there is a single Founders Share, in addition to the publicly traded ordinary shares. This may be used to outvote all ordinary shares if other safeguards fail and there is an attempt to seize control of the company. "Control", for this purpose, means 30% of the shares.
|
The Reuters Trust Principles
|
Reuters is dedicated to preserving its independence, integrity and freedom from bias in the gathering and dissemination of news and information. The Reuters Founders Share Company Limited, of which all Reuters trustees are directors, was established in 1984 to safeguard those qualities. The trustees have a duty to ensure that, as far as they are able by the proper exercise of the powers vested in them, the Reuters Trust Principles are observed. These are:
|
|
that Reuters shall at no time pass into the hands of any one interest, group or faction;
|
|
that the integrity, independence and freedom from bias of Reuters shall at all times be fully preserved;
|
|
that Reuters shall supply unbiased and reliable news services to newspapers, news agencies, broadcasters and other media subscribers and to businesses, governments, institutions, individuals and others with whom Reuters has or may have contracts;
|
|
that Reuters shall pay due regard to the many interests which it serves in addition to those of the media; and
|
|
that no effort shall be spared to expand, develop and adapt the news and other services and products of Reuters so as to maintain its leading position in the international news and information business.
|
If the trustees believe that any person, together with any associates, is seeking to obtain or has obtained control of Reuters Group PLC, a majority of the Reuters trustees may require the votes attaching to the Founders Share to be exercised. 'Control' means the ability to control the exercise of 30% or more of the votes which may be cast on a poll at general meetings of Reuters Group PLC. In such circumstances, the Founders Share Company has the right at any general meeting of Reuters Group PLC to cast sufficient votes to pass any resolution supported by, and to defeat any resolution opposed by, the Founders Share Company.
Any two Reuters trustees may require the votes attaching to the Founders Share to be cast against any resolution which would alter any of the articles of association of Reuters Group PLC relating to the Reuters Trust Principles and the rights of the Founders Share. In such circumstances, the Founders Share confers upon the Founders Share Company the right to cast sufficient votes to defeat that resolution.
The Reuters trustees are:
Pehr Gyllenhammar (Chairman); Len Berkowitz; Sir Michael Checkland; David Cole CBE; Robert Erburu; Jacques de Larosière de Champfeu KBE; Toyoo Gyohten; Sir Christopher Mallaby GCMG GCVO; The Baroness Noakes; Sir William Purves CBE DSO; Jaakko Rauramo; Arthur Ochs Sulzberger; Lyle Turnbull AO; and Richard Winfrey. |
