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 l’ensemble des membres du conseil, Proxinvest recommande de s’opposer à la majorité des renouvellements pour différentes sujets comme l’absentéisme non expliquée ou la surreprésentation.
Enfin, la politique de rémunération du Président Directeur Général fait preuve d’un manque de transparence et permettra des montants excessifs que Proxinvest ne peut pas soutenir.
Amplitude Surgical SA is a France-based company engaged in the field of orthopedic surgeries. The Company offers the AMPLIVISION system, a computer navigation workstation and its related software, which is fully developed by the Company in collaboration with surgeons. Each implant is validated mechanically by creating models and running tests on simulators. Amplitude Surgical SAS relies on the expertise of its design offices and on scientific partnerships to internally design and develop its implants and automatic or computer-navigated instruments. It operates through ofab Orthopedie, a strategic industrial subcontractor
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.
Proxinvest main services are :
Proxinvest has been a pioneer and champion of good corporate governance and has grown into a recognised expert in the field.
Proxinvest is independently-owned and only works for investors : Proxinvest does not provide consulting services to the companies it covers, mitigating related risks to its clients and ensuring the independence of our analysis. As a result Proxinvest is able to take a robust, independent, engaged and unconflicted view of the companies in which our clients invest.
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.
>Q3 sales of € 29.5m (+2.5% cc) - Amplitude Surgical yesterday evening posted its Q3 2018/2019 sales. They showed growth of 2.5% at cc over the period to € 29.5m (+2.1% in reported terms). This is the weakest top-line growth in several quarters (Q2 +4.8% / Q1 +10.1% / Q4 +8.5%). Growth in sales in France slowed in sequential terms to 1.9% at cc (vs +7% at cc in Q2) vs a recovery in international sales to +3.6% at cc (vs +0.6% in Q2). Over the first nine months of the ...
Item 3: Approve the Remuneration Report The structure is weighted more heavily towards short-term performance. One of the performance metrics for the LTI is the payment of sustainable dividends, which is not considered appropriate as executives can potentially influence the payout level. The LTI also includes relative TSR as a performance metric. Nevertheless, the quantum is not excessive and even maximum potential amounts are moderate. On balance, we recommend shareholders vote in favor. Item 4: Approve the Remuneration PolicyThe main concern with the Company's remuneration policy is that pa...
Item 2: Approve the Remuneration ReportThe remuneration structure is unsatisfactory. The main concern at the Company is that the potential maximum incentive pay including the bonus, matching shares on the deferred portion of the bonus and the LTI amounts to 1000% of base salary, which is considered grossly excessive. Actual incentive pay during the year was1.6 times the ECGS limit. Furthermore, variable remuneration is overly reliant on a single performance metric, benchmark profit before tax. A second performance criteria will be used in the coming year. We note that the Company has adjusted ...
Leadership changes Vittorio Colao was succeeded by Nick Read who was appointed Chief Executive Designate on 27 July 2018 and became Chief Executive on 1 October 2018. Margherita Della Valle joined the Board as Chief Financial Officer on 27 July 2018. Item 15: Advisory vote on the Remuneration ReportThe structure is unsatisfactory. The maximum bonus and total incentive pay exceed guidelines. The quantum for the year was excessive. Pay weighted more towards rewarding long-term performance, but there are overlapping performance conditions as free cash flow was used for both the STI and LTI. A b...
Unfortunately, this report is not available for the investor type or country you selected.Browse all ResearchPool reports
Report is subscription only.
Thank you, your report is ready.
Thank you, your report is ready.