ITEM 3.2 - Advisory vote on the remuneration report. The remuneration report is not in line with Ethos' guidelines. Ethos recommends to OPPOSE.
ITEM 7.1 - Binding prospective vote on the total remuneration of the board of directors.
The remuneration is significantly higher than that of the peer group. Ethos recommends to OPPOSE.
ITEM 7.2 - Binding prospective vote on the fixed remuneration of the executive management. The fixed remuneration of the CEO is significantly higher than that of the peer group. Ethos recommends to OPPOSE.
ITEM 7.3 - Binding vote on the total variable remuneration of the executive management. The maximum amount that can be effectively paid out in case of overachievement of targets is significantly higher than the amount requested at the general meeting. The requested amount does not allow to respect Ethos' guidelines.
Ethos recommends to OPPOSE.
Barry Callebaut is a cocoa and chocolate company, engaged in serving the food industry, from food manufacturers to professional users of chocolate such as chocolatiers, pastry chefs or bakers and products for vending machines. Co. offers a range of chocolate and other cocoabased products with numerous recipes. Co. also provides a comprehensive range of services in the fields of product development, processing, training and marketing. Co. is fully vertically integrated along the entire value chain: from sourcing of raw materials to finished products on the shelf. Co.'s operations are organized in three business units: Cocoa, Food Manufacturers, Gourmet & Specialties Products.
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Barry Callebaut's position in its industry is significant, considering that it sources a fourth of all cocoa beans produced worldwide and has a 37% share of the outsourced chocolate market. However, we believe that economic returns could prove fleeting as we do not think the firm has secured a durable competitive advantage.Barry Callebaut supplies a basic and unbranded raw material to clients, separately from its gourmet business. The latter accounts for 12% of volume and carries a far higher margin than basic ingredients. Sensitivity to volatile raw material prices is limited by pass-through ...
Barry Callebaut reported first-quarter sales with sales volume growth at 1.7% (versus 4.5% assumed in our model) and revenue up 3.7% in local currencies (versus 2.5% in our model). Management reaffirmed 2018-19 guidance and extended midterm guidance of 4%-6% average volume growth and EBIT growth on average above volume growth for three more years. We do not anticipate changing our CHF 1,500 fair value estimate after incorporating the first-quarter sales update into our model. We maintain our no-...
In general, Volvo is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting. Under ITEMS 14.1-14.10, the (re-)election of the board of directors is proposed.In light of concerns over aggregate time commitments, ECGS recommends to vote OPPOSE to the (re-)election of: Ms. Martina Merz (ITEM 14.7). Under ITEM 18, the board of directors seeks approval of the Company's executive remuneration guidelines. Although no (material) changes are proposed, ECGS is missing an actual LT component (with a performance measurement period of at least...
In item 5.1, the Board proposes to reduce the number of members from 18 to 16, by not fulfilling the vacancies created by the end of the mandate of 2 independent Directors. We strongly regret that the Board size is achieved through a lower independent representation. As we have concerns over the lack of independence (44%) and the excessive representation of major shareholders (50% of Directors with 40.6% of the share capital through a shareholders' agreement) on the Board, we recommend opposition. Due to our concerns over the composition of the Board, we also recommend that shareholders oppos...
In general, Hexagon is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting. Under ITEM 12, approval is sought for the (re-)election of the board of directors and the statutory auditor. Since ECGS does not approve of the (proposed) composition of the board of directors as well as the current term in office of the statutory auditor it recommends to vote OPPOSE. Under ITEM 13, it is proposed to establish a(n) (external) nomination committee. Like several institutional investors, ECGS has concerns over the bundled form under which...
In general, Husqvarna is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting. Under ITEM 10, the nomination committee proposes to increase the remuneration of the board of directors by around 6%. In ECGS' view the current fees are already at the upper level of Swedish market practice for a company with the size and complexity of Husqvarna and it therefore does not approve of any increases without adequate justification. Since the proposal is not adequately justified, ECGS recommends to vote OPPOSE. Under ITEMS 11a(1)-11a(8), th...
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