Item 5: We recommend to oppose the new remuneration system for the Management Board which is applicable since financial year 2018 due to our concerns over the new LTIP 2018/2020 and the possible granting of a special bonus to Management Board members.
Items 9a, 9b and 9c: KPMG, Berlin, is proposed as auditor for the current financial year, for a possible audit review of interim financial reports (first half year report and quarterly reports) for financial year 2018 as well as for a possible audit review of interim financial reports for financial year 2019 up until the AGM 2019. We have no concerns over the ratio of non-audit/audit fees. However, we note that KPMG has audited the Company since at least the financial year 1996 (no earlier data available) which exceeds our maximum acceptable term of office. We therefore recommend opposing the re-election of KPMG as auditor.
ACM Managed Dollar Income Fund is a non-diversified, closed-end management investment company. This closed-end investment fund is designed for investors who seek high current income and capital appreciation. In order to achieve this objective, Co. invests primarily in high-yielding, U.S. and non-U.S. fixed income securities, denominated in U.S. dollars, that it expects to benefit from improving economic and credit fundamentals. Co. may utilize leverage through the investment techniques of reverse repurchase agreements and dollar rolls. As of Sept 30 2007, Co. had total assets of $192,614,325 and investment portfolio totalled $178,906,534.
Founded in 1995, Proxinvest is an independent proxy firm supporting the engagement and proxy analysis processes of investors. Proxinvest mission is to analyse corporate governance practices and resolutions proposed at general meetings of listed firms.
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As Managing Partner of Expert Corprate Governance Service Ltd (ECGS), Proxinvest has built a large network of corporate governance experts to support clients in corporate governance analysis worldwide.
ADIDAS AG (DE), a company active in the Footwear industry, has received a double requalification by the independent financial analyst theScreener. Its fundamental valuation is now 3 out of 4 stars while its market behaviour can be considered as defensive. theScreener believes that the gain of a star(s) and an improvement in the market risk perception allows upgrading the general evaluation to Slightly Positive. As of the analysis date December 7, 2018, the closing price was EUR 194.45 and its potential was estimated at EUR 228.31.
Adidas is the number-two player in the global athletic market with a deep branded portfolio and a long history of product innovation, operating for almost 70 years. The company sells its Adidas and Reebok brands globally, including in Europe (28% of sales), North America (20%), China (18%), and many emerging markets (13%), indicating that the brands resonate widely with different consumer cohorts. We foresee Adidas benefiting most significantly from China’s middle class, which is expected to double by the mid-2020s (according to Brookings) and has shown an affinity for soccer (half of the worl...
La société a annoncé depuis son entrée en bourse sa volonté de diversifier son conseil d'administration, qui n'est composé que d'une femme (représentante d'une société administratrice) et que d'un membre indépendant (les taux d'indépendance et de féminisation ne sont donc que de 25%). De plus, l'actionnaire majoritaire, Apax, est surreprésenté au conseil, en possédant la moitié des sièges, pour une participation au capital de 42,19%. Si l'entrée en bourse de la société est récente, nous l'incitons fortement à prendre en compte cette nécessité de diversifier son conseil. Le renouvellement de ...
Proxinvest attire l'attention des actionnaires sur plusieurs points : - Tout d'abord la société est dans un processus qui va permettre à un actionnaire chinois, Fosun, de rentrer au capital via une émission de nouvelles actions lui étant réservée. Suite à cette émission, Fosun deviendra le premier actionnaire et propose donc de nommer un administrateur au conseil de la société. -Ensuite la direction de la société est modifier puisque Marie Meynadier va céder ses fonctions à Mike Lobinsky le 1er Janvier 2019. De ce fait lors de la présente assemblée la société propose une nouvelle politique d...
Item 2: Approve the Remuneration Report The structure is not acceptable as the STI and LTI are equally weighted. Though 25% of the bonus is deferred, it is not subject to further performance conditions and is only held for one year. Additionally, alignment with performance has not been definitively demonstrated, as no bonus targets are disclosed. Finally, awarded amounts are high in relation to index and sector comparisons. Item 4: Re-elect as a director, Emma Adamo. The director is not independent as she is a member of the Weston family. The Garfield Weston Foundation controls Wittington I...
The Company is seeking shareholder approval for the Company’s shares to be transferred to Takeda Pharmaceutical Company Ltd. The Company will become a wholly owned subsidiary of Takeda. This will be effected by means of a Scheme of Arrangement under Jersey Companies Law. Although the Company has presented a strategic justification for the merger and the price represents a significant premium on the pre-offer share price, there are significant governance concerns arising around shareholders' rights following the transaction, as well as the implementation of retention payments which are not sub...
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