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A Privacy Law change which affects all organisations in New Zealand has just been implemented. In this article we outline what it means and why it matters.

The change boils down to “IPP3A”, which is an acronym that refers to an addition to the third privacy principle. As a reminder, the privacy obligations in New Zealand are overseen by the Office of the Privacy Commissioner and consists of several privacy principles contained in the Privacy Act 2020.

Those 13 privacy principles cover how an organisation collects data, who it tells about that, how people can update their information and more. We outlined exactly what they are and how they work in this overview. A few years ago, when the Privacy Commissioner visited and ran a seminar at Parry Field, he summarised everything with “don’t be creepy”, which is still the best summary we’ve heard when it comes to the approach to collecting private information.

This new addition relates to a clarification and strengthening of the “indirect collection notification obligations”. Essentially what this means is that if your organisation collects information indirectly about someone and stores it, then you have to let them know.

The Privacy Commissioner gives this example in their helpful guidance here – obviously adapt it for your context and business or charity, but you can see the general principle that emerges:

“Sally makes a claim to her insurance company, Trusted Insurance Co, about damage to her car. She tells them she has taken it to Mater’s Motors for repairs. Trusted Insurance Co asks Mater’s Motors for information about the damage to the car, including whether they thought Sally was responsible for the damage. Mater’s Motors view on whether Sally was responsible for the damage is personal information about Sally. Trusted Insurance Co has indirectly collected Sally’s personal information.”

In this case the insurance company will now have an obligation by taking “reasonable steps” to notify Sally about what it collects about her including (this list is the summary from the Privacy Commissioner’s site).

the fact that the information has been collected,
the purpose of the collection,
the intended recipients of the information,
the name and address of the agency that is collecting the information and the agency that holds the information,
if the collection is authorised or required by law, which particular law, and
their rights of access to, and correction of, their information.

It is worth taking a few minutes to pause and consider if there is any part of your organisation which might collect such information indirectly about people.

Some final reflections / challenges since you have read this far relating to privacy:

Do you have a privacy officer in your organisation?
When was your policy last reviewed and updated?
Have you thought through what you would do if there was a hack of your data and it got disclosed?

We often help organisations with their privacy-related questions. If you would like to discuss your situation or would like assistance to create a bespoke privacy policy for you, feel free to reach out to our team.

In a world filled with turmoil and uncertainty, we are seeing a lot of interest in New Zealand’s revamped Active Investor Plus visa (known as AIP and sometimes as the ‘Golden Visa’).

Recent data shows billions of dollars is coming in as offshore investors look to secure a place here by showing they are investing in local initiatives. In fact, the programme’s simplified structure means there has been a 500% surge in applications and 573 applications, with $1.05 billion already invested and an additional $2.34 billion expected soon.

This could have significant implications for New Zealand companies, funds, and startups. In this article we explain what they need to consider to gain a share of the funds flowing in.

What are the key points for the AIP visa?

In our other article on the AIP we outlined all the details of how it works. In summary the key points are:

There are two investment categories:
- Growth (minimum $5m) or
- Balanced (minimum $10m)
You need to spend 21 days over three years in New Zealand for the Growth category, and 105 days over five years for the Balanced category.
There are now no English language requirements.

Invest New Zealand was established less than a year ago and it exists as “an Autonomous Crown Entity dedicated to attracting and enabling high-quality foreign direct investment that supports long-term economic growth and productivity.”

Implications for New Zealand entities seeking investment

All this can assist New Zealand-based fund managers as well as venture capitalists, private equity, startups, and those seeking investors.

What we are seeing is that it is important to structure things well, in order to be able to access this source of capital. Legal input is critical to ensure your initiative is “ticking the box” for these AIP investors. This is because they want to meet two key factors: both the investment being a good one and it allowing them to qualify for immigration purposes.

You should be considering your strategy and whether you meet the AIP investment criteria – something we can help with when deciding on a legal structure, such as:

companies,
limited partnerships,
joint ventures,
funds, and more.

The key point is that both Invest New Zealand are involved, looking at the legal investment vehicle, as well as Immigration New Zealand (INZ), from the immigration side.

At Parry Field Lawyers, our immigration team are actively helping investors and can advise on what they are looking for. This informs the structure that New Zealand entities should consider when seeking that investment, helping to attract more AIP investors.

We also regularly comment and release updates on Immigration changes and the Active Investor Visa, as well as acting for those involved in this area, so are well placed to assist and answer any questions you have.

How We Can Help

Our team combines expertise in immigration, commercial, and property to provide comprehensive guidance tailored to your needs. We can assist those in charge of startups and funds to ensure you get it right from the very start and identify issues early on, enabling you to attract more investors. Whether you require assistance with immigration procedures, investment structuring, or property regulations, we are here to help.

Please note that this article is not a substitute for legal advice and you should contact your lawyer about your specific situation. Please feel free to contact us to discuss how we can support you.

Additional resources

For more reading from a variety of angles on this topic of the AIP we recommend the following sources:

Invest New Zealand website

Beehive information with Government summary of recent statistics

Immigration NZ summary of the Visa

Icehouse Ventures perspective with a guide from startups perspective

Many of the same good governance principles apply across all sectors. However, being on a charity or for-purpose board means facing added challenges to those in the commercial sphere. By considering the unique dynamics of charity boards, this article aims to present essential lessons to improve governance in practice, based on helping many hundreds of such groups as the most active law firm in this area.

The unique dynamics of charity boards

Charity boards must find a balance between promoting organisational and public interests and charitable purposes. While board members with expertise in finance, law, or governance are valuable, without a strong understanding of the charity sector and their organisation’s work, their governance may have limited success.

This is particularly so as charity governance is often grounded in ethical or values-based considerations. For example, if a board takes actions which don’t align with values or goals, this can undermine the organisations foundation and reputation. This is particularly detrimental in a sector where maintaining strong stakeholder relationships is key to success. Additionally, where activities are seen as inherently virtuous there can be a lack of organisational accountability.

Key challenges for charity boards

Let’s unpack a few of the key challenges for charity boards:

Role blurring – a common place where things go wrong in charity governance is the blurring of lines between governance and management roles. This creates risk of board members being pulled into day-to-day operations. Although in smaller organisations it is common for people to wear multiple ‘hats’ (often as volunteers), issues arise where the board becomes too concerned with management. To avoid this, clearly define the role of board members to prevent a pull into day-to-day operations and stay focused on the board’s strategic goals.
Legal considerations and checking of rules – along with governance best practice, for many charitable organisations there are specific officer or trustee duties to be complied with under New Zealand law. Additionally, the Charities Act now requires boards to review their rules every three years and ensure they are fit for purpose. For more information see our Charities Handbook and this article on reviewing rules.
Measuring success and impact – this may be difficult in a sector where impact is often qualitative and long-term, making navigating organisational direction difficult.
Aligning organisational and board development – governance must keep pace with organisational growth and goals and aim to keep growing.
Structuring onboarding and reflection – set out clear objectives and ensure regular evaluation of performance. This should include continuing to assess and improve governance practices. A clear board charter will also offer overall guidance – setting out role, relationships, how decisions are made, procedures, inductions, committees.
Understanding your organisation’s purpose – this will help guide decision making, assess the effectiveness of governance, and navigate further growth and goals. Consider, do all your board members say the same thing when asked about purpose?
Balancing professionalism and idealism – in purpose driven organisations this may be particularly difficult amongst board members with different backgrounds.

We help many charities with their governance – let us know if you would like to talk through your situation.

In our dealings with many hundreds of charities, both to set them up and provide ongoing support, there are consistent themes and questions that arise. One of the sources of confusion relate to how boards can improve governance.

There are core duties that must be applied in charity governance to ensure not just legal compliance, but strong governance. But how can your organisation ensure these duties are not only acknowledged, but genuinely put in practice?

In this article, we break down key principles to implement strong governance. As well as this, make sure to check out our free governance resources for Boards to learn even more.

1. Purpose

A strong understanding of your charity’s purpose provides an anchor for all governance decisions. This allows a board to assess whether the actions align with the organisation’s mission and redirect where decisions have “drifted” from this purpose. This also has the benefit of providing a clearer path for navigating the strategic direction and future growth.

2. Foundations

A strong legal foundation, including the legal structure, governing document, and charitable purposes, are all paramount in the organisation’s ongoing success. Board policies also form part of these foundational elements. These create written rules and standards to prescribe operational processes. It is important that board members have a complete understanding of these legal aspects, including a true comprehension of the governing document. There is now an obligation on charities to review procedures every three years as well and ensure they are fit for purpose. Depending on your legal structure individual trustees, committee members or directors should also understand their individual legal obligations under legislation, including as officers under the Charities Act 2005.

3. People

Strong foundations need the right group of people to make a mission a reality. A board should consider whether they have the experience, skills and viewpoints needed to successfully reach goals. This includes recruiting board members with diverse backgrounds and skills, ensuring strong succession planning and fostering a culture that effectively encourages governance and continual learning.

4. Practice

In practice, strong governance requires collective decision-making, clear delegation, and role clarity. All viewpoints need to be heard and genuinely considered, with a focus on big picture governance issues rather than minor operational matters. A common downfall is where lines blur between management and governance roles. Although in smaller organisations it is common for individuals to wear multiple ‘hats’, board members should keep in mind which function they are acting under and keep these roles distinct.

5. Management

There must be an active management of risks, finances, and potential conflict of interest. Risk management should be approached proactively rather than focusing on mere compliance. Financial risks should also be considered in this manner with outlook to future planning. Consider whether you have genuine confidence in the effectiveness of these processes should the worse happen.

6. Accountability

Finally, there must be both public accountability and internal evaluation. Externally your organisation should ensure that all reporting requirements are met to support transparency with stakeholders and regulators. While internally accountability can be met with regular evaluations of board effectiveness. In New Zealand, the registered charities must now review their governance procedures every three years. This will aid ensuring that these key principles and reflected in governance documents and practices. Read more about the requirement in our article here.

This accountability and review should guide improvement of the other principles encouraging updated legal foundations, governance practices, management and even purposes.

If you would like to discuss any aspects of how your governance board operates, feel free to reach out and contact us. We also provide many resources in the form of articles, guides, videos, webinars and more.

One of the most important roles in an organisation is that of the CEO. They help to lead both internally and externally and have a focus on the implementation of the vision and mission.

But what happens when the role changes and there is a transition of CEOs? Here are a few ways to ensure a smooth transition and ensure that the new CEO can feel like they can begin a new era, without having to do things the way they have previously been done.

Staff communications: Ensure there is an announcement to all staff with both the current and future CEO to announce the transition, including rational, timeline, and expectations.
External communications: Consider how the news will be provided externally to customers, suppliers and others.
Meeting key people: It is a good idea to ensure that the old CEO introduces the new CEO to key people. For charities, it would be good to make sure that donors are informed about the change, as often the relationship is with the CEO.
Training for the new CEO: It might be worth asking the new CEO if they have any particular area they would like training in – some possible areas could be: governance, delegation skills, presentation skills, report preparation, EQ skills, or other topics.
Internal transition: Shadowing of roles could be helpful between the old CEO and the new CEO. It is also important to ensure that the CFO discusses how the finances work.
New beginnings: Having said that, it is important that the new CEO is not left with the legacy of the old CEO. In other words, a Board should be ready and allow them to start doing things their own way. As part of this, it could be important that the old CEO leaves completely and does not stay on. Otherwise, the new CEO cannot make their own way (sometimes with mistakes) and try different things.
Marketing: The changeover can be a good chance to refresh the marketing strategy and explaining of what the purpose of the organisation is.
Employment: Get a contract agreed at the start the process which is clear on expectations and responsibilities.
Performance review plan: Create a plan from the beginning on how reviews will happen and when, so there can be clear understanding from the start.

We help many organisations which have new CEOs and hope this list is of help to consider. A transition can be very positive and a good thing for the organisation.

By Steven Moe (Partner) and Annemarie Mora (Solicitor) at Parry Field Lawyers

Artificial Intelligence (AI) is already influencing your legal work, even though you may not know it. Most legal software providers have incorporated some aspects of generative AI into their ecosystem including reviewing and summarising documents, reviewing briefs and outlining potential weaknesses, simplifying submissions and filling out forms based on client conversations.

With AI an undisputed inevitability in our daily and legal lives, what should we be paying attention to in the near future when it comes to our work as lawyers, in both a positive and negative way?

The positive: AI opportunities are increasing

AI promoters tend to make appealing promises about the benefits of AI on efficiency and profitability. One study by Harvard and the Boston Consulting Group found that professionals accomplished 12% more tasks in 25% less time, with a 40% improvement in quality compared to co-workers who didn’t use AI.

The implication is that this may impact legal fee structures and billable hours, with some practices considering fixed-fee models to capture the value offering for clients. However, AI tools come with a cost to implement, maintain and train, and this will offset the value they provide.

The negative: AI risks are increasing

AI, like all technology, is still learning. Generative AI, for example, uses large language models ‘trained’ on trillions of pieces of content. The nature of the content will impact its output and can lead to bias. Even more concerning is that AI will ‘hallucinate’, essentially making up content, as occurred when OpenAI’s GPT platform was asked to find precedent cases and ended up fabricating some cases. There is still no substitute for human confirmation.

Another potential pitfall is accidentally compromising client confidentiality by loading confidential information into open AI systems that can make it publicly accessible. Samsung engineers compromised their IP by uploading some chip designs to GPT, which made it accessible to competitors. Anything confidential needs to remain in a private AI domain. Have robust systems and policies in place before choosing to use an AI tool.

It pays to approach the use of AI with eyes wide open. As AI advances and offers up more appealing options for efficiency and creativity, the same technology may be used for malevolent purposes. Phishing emails are now more convincing, with the ability to clone voices and use deepfake (imagery the appears to represent someone doing something but is not bona fide) content to masquerade as real people. The upshot is that as the capability of AI improves, so does human vulnerability to being persuaded by it. Cybersecurity training and approaches need to keep pace with the AI advances.

The importance of cognitive skills

The malevolent application of AI is now being compounded by human tendencies. Taking just deepfakes as an example, those videos produced by the earliest GANs (generative adversarial networks) were often recognisable as fakes due to technological glitches. Early examples of deepfakes include ‘Jacinda Ardern smoking a bong’, ‘President Zelenskyy asking his troops to surrender’, and ‘President Obama’ being inappropriately scornful of President Trump. However, the outputs from the most current GANs have been perceived as ‘more real’ than real images, and anyone can now create convincing deepfakes with great ease.

Research has also found that people tend to overestimate their ability to detect deepfakes. They are more likely to mistake deepfakes for authentic footage than the opposite. Research also finds that people tend to suspend cognitive effort when it comes to consuming video content and instead rely on associative responses and intuition, which may not be sufficient to detect deepfakes. This means that when threat actors use AI to enhance their attacks, cognitive ability is important in being able to detect the threats.

The upshot

AI is becoming more capable, more pervasive, more persuasive and less detectable. It takes no account of personal, professional, political or geographic boundaries and the law is finding it challenging to keep pace with AI’s disruption. Given AI is an undisputed inevitability in our personal and legal lives, we need to adapt to its use. This means taking reasonable steps to ensure people have the systems, processes, and cognitive skills in place to take advantage of the benefits while managing the risks.

Partner, Steven Moe, recently sat down with Mark Banicevich for the Governance Bites podcast series talking about key governance topics.

Mark and Steven cover practical aspects of board operations, including how to handle motions, the role of the chair, defining organisational purpose, creating safe spaces for discussion, and understanding director liability. The episodes offer valuable insights for both new and experienced directors, helping them navigate the ins and outs of effective board management.

Governance Bites #91: moving and seconding motions

In this episode covers moving and seconding motions in meetings. Mark and Steven discuss the history behind this practice, and introduce Robert’s Rules of Order. They talk about the role of seconding, and what happens if a motion is not seconded. They also discuss alternatives to moving and seconding motions. Finally, Steven shares the best advice he has received.

Governance Bites #94: chairs and board members

Mark asks Steven to outline the typical board member job description, and then how the role of the chair differs. They discuss the amount of extra work involved in being a chair, additional relationships, and whether additional liability exists. They discuss how the chair interacts with other board members, including inducting new board members, and what happens if the chair is suddenly unavailable. Succession planning for the chair, and the role of the deputy chair is also covered, and Steven shares advice for new chairs.

Governance Bites #98: purpose and governance

What we mean by “purpose”, the role of governance in an organisation, and why purpose is at the heart of governance. Steven and Mark discuss how purpose influences governance and board meanings practically, other tools a board can use to understand and implement purpose, and repercussions that may exist if the board deviates from the entity’s purpose. Steven also shares advice he would give to a new director.

Governance Bites #103: safe spaces in the boardroom

Steven opens by explaining the context, and who safe spaces are for. They discuss when safe spaces may be necessary, how they are implemented, and what sort of behaviour results in needing safe spaces. Also covered is the importance of safe spaces, and how they enhance an entity’s governance. Steven shares advice for experienced directors.

Governance Bites #107: director liability

Steven and Mark discuss penalties for breaching the core duties in the Companies Act 1993, and also list several other Acts of Parliament that enact director liability. They discuss potential penalties and defences, and whether there may be liability under common law or contract. Steven outlines steps directors can take to minimise their personal liability, and shares an example of directors found liable for breaches. Steven also shares advice for a director who identifies a potential breach of a director duty.

For further information, including free resources and guides, view our Governance Essentials page.

All registered charities must now review their governance procedures every three years. We have heard it said that this is simply another burden for charities. We disagree and here’s why.

Why this requirement has been introduced

The policy goal seems to be to help charities succeed.

Some charities are large, well-established entities with robust governance procedures and highly-experienced people governing them. There is a reasonable likelihood that they review their governance procedures routinely.

However, a large proportion of charities are small and many are governed by people with mixed governance understanding and capability. We talk to many people governing charities who have not looked at their governance documents for years and some who are operating outside of what their rules allow. This places the people governing the charity at risk of doing something that is not legally permitted. It can also lead to charities not being well run and potentially failing.

We see this new obligation as the codification of good practice. Every charity (every legal entity) should regularly pause and reflect on how they operate. It will be time well invested.

What are ‘governance procedures’?

What does the term ‘governance procedures’ refer to? The Charities Act does not provide any firm answers, but we suggest governance procedures include, but are not limited to:

Key documents
- The key governing document – a charitable trust deed for charitable trusts, a constitution/rules for charitable incorporated societies, or the constitution for charitable companies.
- Secondary documents supporting the rules, such as bylaws, regulations, charters or policies.
Important practices
- How the charity deals with conflicts of interest.
- How does the charity deal with disputes and complaints.
- How the charity recruits and onboards new trustees or officers.
- The effectiveness of meetings and relationships.
- Financial practices.

How to satisfy the legal requirements

Below is a simple approach which can be tailored to your charity and circumstances. We suggest you focus on what you feel needs most work, most urgently. You do not have to do all of this at once and that is not the intention. You have a three-year window so we suggest scheduling the reviews across your calendar of meetings.

Step 1 – Look at your rules

When were your rules drafted or last updated?
Do you follow the rules? If not, why not? Do the rules need to be updated to reflect how you operate in practice?
Do the rules reflect recent legal changes such as the Charities Amendment Act 2023, the Trusts Act 2019 and the Incorporated Societies Act 2022? Remember, the legislation will usually trump the rules, so being aware of the legal changes is important for keeping those in governance safe.
Do you understand what every part of your rules mean? Ask for legal advice if something in the rules is unclear – you need to know what you are required to do and why.
Document your review briefly, setting out what you considered and what action you propose to take.

Step 2 – Update your rules (if NECESSARY)

Consider updating your rules if they do not reflect current practice and/or do not take account of recent law updates.
You may need legal advice to do this properly. Don’t forget to update Companies Office and Charities Services.
Document that you have amended your rules or why you haven’t if they are fit for purpose.

Step 3 – Review your supporting documents

Read over the documents. Do they correspond with your rules? Do they make sense? Is anything out of date?
If you don’t have a Board Charter, consider creating one. These make it easier to onboard new governors and make it clear how relationships are to work. There are excellent templates available free online that you can tailor to your circumstances.
If you do not have a Health and Safety Policy or a Privacy Policy, we recommend having these drafted to ensure you and any employees, contractors and volunteers understand their legal obligations.
If your charity involves vulnerable people and/or children, we also urge you to have a Child Protection / Vulnerable Persons Policy and Police Vetting Policy.
If you amend existing policies or draft new ones, ensure that these are well-communicated to all relevant people.

Step 4 – Review your practices

Does the charity have robust processes in place to manage conflicts of interest? If not, we recommend creating and following a policy and introducing an Interests Register.
How do you induct new trustees/officers onto the Board? What documents do you provide to support their understanding of what’s involved and key decisions from the past? A Board Induction Pack is ideal.
Do you review your meetings? This can help put a focus on constructive relationships and efficiency.
Are your financial processes robust? Are you confident that all payments are made according to your delegations? Is more than one trustee/officer required to approve payments?
Do your contractors and employees have proper contracts in place? Is there are clear understanding of who owns intellectual property?
Once you have considered the above, identify what could use some improvement and get to work. Then document what you reviewed, and what action you took as a result of the review.

Our key takeaways

Charities that invest in reviewing their governance practices will benefit by ensuring documents and practices are up-to-date, helping to keep people and the charity safe and effective.

Avoid a last minute scramble by scheduling the process throughout the three-year timeframe.

More information

We help charities to thrive. That’s why we provide a wide range of free resources to support them. Visit our Charities Information Hub for advice and guides.

We welcome questions too and offer free, no obligation 20 minute conversations – just get in touch.

Please note that this article is not a substitute for legal advice and you should contact your lawyer about your specific situation. Please feel free to contact us by completing the enquiry form or call us on 03 348 8480.

Is your organisation thinking of setting up a branch overseas? While local law will need to be considered, governance and structures which ensure there are connections into the future are also important factors in setting up branch organisations.

We have written this with international charities in mind, as for a business venture, there are different considerations at play.

This is to ensure that child organisations are linked to the founding body and that they have same vision and share a sense of unity and uniformity. Without such governance mechanisms, it becomes difficult for a founding body to guide branch organisations in other countries, or hold them accountable. This can be a problem if connection is lost and potentially the reputation of the parent organisation is impacted by the actions of an offshore affiliated group.

Governance Principles:

Some examples of oversight measures we can help to incorporate into the local organisation’s documents might include;

Appointment of Governance – before directors/trustees are appointed to the branch organisation, the founding body must give prior written consent of the appointment.
Removal of Governance – the founding body might be able to remove those in charge of the branch organisation by written notice.
Amendments to documents – The founding body could be consulted and approve of any changes to founding documents. This should including any changes to the clause that gives you this power, meaning that clause is entrenched.
Reference of your mission statement or overall purpose (including the specific purpose of branching out globally) and the founding body throughout governance documents.
Ensuring a consistent name is used at the branch level as well as any logos (see below).
Ensuring there are consistent purposes across each branch (while recognising there may be local law around what qualifies as charitable if you are a charitable organisation).
Considering how each branch relates to each other, and how you will incorporate this into the governance documents.
Ensuring that there is a consistent statement of faith included in all documents if your organisation is religious. This can help diminish the branch disseminating different interpretations or views that are not aligned to the founding body.

In implementing these principles, it is also important to get local tax and accounting advice to ensure there are not unintended consequences.

Intellectual Property:

Another important consideration is intellectual property (IP). This is often a very valuable asset for an entity and is also how an organisation is known. It is important to ensure that the founding body owns the IP that is used by the branch organisation.

We suggest trademarking the logo and name in jurisdictions where you will operate so that you own it.
We suggest an IP license with the branches setting out how they can use it and grounds for terminating use.
Consider ownership of domain names and that you retain ownership of those for each jurisdiction.
Consider social media accounts and who will run or own them.

This is also another mechanism that can be used to distance yourself from a branch organisation if they are no longer aligned with your views.

Policies:

Having consistent policies will also help as part of the overall governance structure and we suggest creating the following to start:

Privacy Policy & Data Protection Policy
Conflict Of Interest Policy
Child Protection Policy
Gifts Policy
Non-Disclosure Agreement

If you are interested in your options and would like to discuss further, please contact our team.

Please note that this article is not a substitute for legal advice and you should contact your lawyer about your specific situation. Please feel free to contact us by phone 03 348 8480.

Shareholder activism is becoming more common. It is defined as when Shareholders take a more active role in steering the company rather than being passive bystanders to the initiatives and direction of the governing body.

Many Shareholders are now using activism to push companies towards more sustainable or ESG focused investing decisions. As Shareholders of the company, they are able to hold directors to a level of scrutiny that the public may not be able to.

Through holding shares in a company, Shareholders are entitled to access various mechanisms that allow them to contribute to the decision-making of the associated company. There are many key mechanisms, and depending on the company, the Shareholders class (and associated rights), and the context of the opposed issue, some mechanisms will be more appropriate than others.

Varied examples of Shareholders activism; There is a spectrum of actions possible. Which is appropriate will depend on the context.

Proposing a resolution to be discussed and voted upon at an Annual General Meeting (AGMs). This option is outlined in the Companies Act in Schedule 1(9). You may be aware that a resolution passed at an AGM will not be binding upon Directors, however it is a significant indication to the Board about how Shareholders feel about a certain matter. However, simply proposing the resolution may have an impact, and furthermore, in accordance with normal Shareholders powers, directors can be voted in or out. If Board Members consistently show a pattern or behaviour or strategies that conflict with what Shareholders want, this could be an option Shareholders pursue.
A formal letter to the Board outlining how they feel for example, about the direction the Board is heading in, or their thoughts about a strategy/activity/initiative of the company. Sometimes more formal measures like Shareholders resolutions can be difficult in a politically charged environment, and so more informal measures may be more appropriate.
Meeting directly with the Board or the CEO outside of a formal AGM setting, to discuss points of contention or concern is an option. An informal meeting allows the parties to discuss issues in a less structured and formal manner. Of course the downside is that the structures of a formal meeting allow for accountability, and transparency.
Question and discuss resolutions or proposals by the Board during AGMs. Questioning decisions and providing insights and different perspectives can also help other Shareholders to become more informed about the topic at hand.
Rallying other Shareholders to join your cause. By forming a coalition with other Shareholders, you can increase the support and legitimacy of your concern.
Nominate a director; Some groups may be able to increase their shareholding so they hold enough shares to nominate a director. This can help shareholders have more say in the direction of the company, as they can ensure their appointed Director shares the same vision for the future.
Contact the media; As this approach is quite confrontational, we suggest that internal methods are attempted first. Through media attention and potentially public backing, Boards will feel more pressure to follow the will of Shareholders.

Case Study: The Church of England

The Church of England has a history of Shareholders activism, largely through engaging with Boards to encourage responsible and environmentally friendly investing. In regards to recent dealings with Exxon, the Church has put forth both Shareholders proposals and voted against current directors due to strongly disagreeing with their progress towards climate change.

To read more about Boards and Shareholders see here and here