* Fund says reporting requirements are becoming more
voluntary in some markets
* Officials cite dual-share classes as concern because
founders get stronger voting rights
* Guardrails around founders such as sunset clauses are
important, says fund
By Gwladys Fouche
ARENDAL, Norway, Aug 13 (Reuters) - Norway's $2.3 trillion
sovereign wealth fund is raising concerns about what it sees as
a steady erosion of shareholder rights across major markets,
warning that regulations increasingly favour company founders
and insiders over independent investors.
Investing the Norwegian state's revenues from oil and gas
production, the fund owns on average 1.5% of all listed
companies globally, making it the world's largest single stock
market investor.
It has on several occasions set the pace on issues in the field
of environmental, social and corporate governance (ESG).
Fund officials are concerned about what they say is a general
erosion of the rights of independent shareholders such as the
fund, from the existence of different classes of voting shares
to how they can gather information from companies.
"We are concerned about shareholder rights generally. We are
concerned because we're seeing it's been diminished in many
markets, not just the U.S., but also in the UK, in Europe, in
Hong Kong even," said Carine Smith Ihenacho, the fund's chief
governance and compliance officer.
Among the chief concerns was allowing for dual-share classes,
which typically give more voting power to founders and insiders,
while independent investors can own standard shares with less
voting power.
"We're also seeing that it's changing the reporting
requirements, making it more voluntary, and also in certain
places, restricting access to sue the companies and the boards,"
she said in an interview.
"We have seen it spreading and we're concerned that it may
spread further."
EXCHANGES COMPETE FOR BUSINESS
One of the reasons behind the trend was more competition between
stock exchanges, fund CEO Nicolai Tangen said in the joint
interview.
"There is strong competition to get these new IPOs, and
therefore they permit more deviations from normality than we
have seen before," he said.
One recent IPO was for Elon Musk's SpaceX, which the
fund took part in.
On Tuesday the fund announced for the first time it held a 0.05%
stake in the company, worth $1.22 billion as of June 30, in line
with its weighting in the fund's benchmark index, but modest
when compared with the fund's other tech holdings.
Musk holds over 80% of voting rights and combines the roles of
chair, chief executive officer and chief technology officer,
raising questions about the company's governance and the rights
of independent shareholders such as the fund.
Fund officials declined to answer any questions regarding
SpaceX's governance. Speaking generally, Smith Ihenacho said the
conditions around the voting rights of company founders were
important.
"We also say if you do have different voting rights, maybe
(for) a founder, you need certain guardrails," she said.
"So we are also watching those guardrails around the
different share voting structures."
To counter the trend, the fund was advocating on the issue to
stock exchanges, regulators and companies, Smith Ihenacho said.