Trust Principles – the history
The Trust Principles were created in 1941, in the midst of World War II, in agreement with The Newspaper Proprietors Association Limited and The Press Association Limited (being the Reuters shareholders at that time). The Trust Principles imposed obligations on Reuters and its employees to act at all times with integrity, independence, and freedom from bias.
Reuters Directors and shareholders were determined to protect and preserve the Trust Principles when Reuters became a publicly traded company on the London Stock Exchange and Nasdaq. A unique structure was put in place to achieve this. A new company was formed and given the name ‘Reuters Founders Share Company Limited’, its purpose being to hold a ‘Founders Share’ in Reuters.
The legal struct…
Trust Principles – the history
The Trust Principles were created in 1941, in the midst of World War II, in agreement with The Newspaper Proprietors Association Limited and The Press Association Limited (being the Reuters shareholders at that time). The Trust Principles imposed obligations on Reuters and its employees to act at all times with integrity, independence, and freedom from bias.
Reuters Directors and shareholders were determined to protect and preserve the Trust Principles when Reuters became a publicly traded company on the London Stock Exchange and Nasdaq. A unique structure was put in place to achieve this. A new company was formed and given the name ‘Reuters Founders Share Company Limited’, its purpose being to hold a ‘Founders Share’ in Reuters.
The legal structure has evolved over time and the Founders Share and other contractual arrangements now confer a number of special rights upon the Thomson Reuters Founders Share Company. For example, (i) the Thomson Reuters Founders Share Company has enhanced voting rights in circumstances where someone is seeking to obtain a significant shareholding in, or acquire control of, Thomson Reuters and (ii) the prior consent of the Thomson Reuters Founders Share Company must be sought prior to undertaking any sale of, or other material transaction involving, the Reuters news business unit.
Thomson Reuters itself is obliged and committed to apply the Trust Principles to its operations. The charter documents of Thomson Reuters Corporation include provisions to safeguard the Trust Principles as they apply to the Thomson Reuters business and require Thomson Reuters Directors, in the performance of their duties, to have due regard to the Trust Principles, by the proper exercise of their powers and in accordance with their other duties as Directors.
The Trust Principles 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 Thomson 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 Thomson 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 Thomson Reuters so as to maintain its leading position in the international news and information business
Thomson Reuters Founders Share Company was established in 1984 when Reuters became a public company. The directors of Thomson Reuters Founders Share Company (known as ‘Trustees’) have a duty to ensure, to the extent possible, that the Trust Principles are complied with.
The Trustees are experienced and eminent people from diverse arenas in politics, diplomacy, media, public service and business. The Trustees are selected by a nomination committee and proposed to the board of the Thomson Reuters Founders Share Company for appointment. The nomination committee assists in scrutinizing candidates’ suitability and its members include two persons appointed by the chairman after consultation with the European Court of Human Rights and representatives of certain press associations. The Thomson Reuters Corporation board has two representatives on the nomination committee. The Chairman and Deputy Chairman of the Thomson Reuters Founders Share Company Board are members of the nomination committee, and the Chairman appoints three other directors of the Thomson Reuters Founders Share Company as members of the nomination committee. The Chairman of the Thomson Reuters Founders Share Company acts as chairman of the nomination committee.
The number of Trustees has to be at least 14 and not more than 18. Trustees have a minimum of two meetings per year, and receive reports on our activities in the different fields in which we operate (including Reuters news). The Trustees meet with both the Thomson Reuters Board and representatives of senior management. Through Thomson Reuters Founders Share Company’s Chairman, regular contact is maintained with our company. The relationship is one of trust and confidence.
Independence of Thomson Reuters
Customers across the world depend on us to provide them with reliable and objective news and information.
This means that we have a special need to safeguard our independence and integrity and avoid any bias which may stem from control by specific individuals or interests.
The Thomson Reuters Trust Principles were adopted in 1941 and include the preservation of integrity, reliability of news, development of the news business, and related principles.
Today, the Trust Principles are fundamental to our entire business.