Bien que la société continue de fournir des efforts en termes de transparence et d’alignement avec la performance, les montants relatifs au bonus annuel du dirigeant semblent trop excessifs et la société ne communique pas les taux de réalisation des critères de performance. Pour 2017, la rémunération long-terme de ce dernier se résume à l’attribution de 80 000 options par Bouygues et ce sans aucune condition de performance.
Nous attirons également l'attention des actionnaires sur le faible taux d'indépendance du conseil qui n'est que de 42,86%. Par ailleurs, il n'y a pas de séparation des fonctions de Président et Directeur Général.
Colas is engaged in the construction and maintenance of transport infrastructures. Co. integrates all production and recycling activities involved in most of these businesses via an international network of quarries, emulsion plants, asphalt and ready-mix concrete plants, and plants that produce bitumen, manufacture waterproofing membranes, and make road safety equipment. Co. conducts its business activities through two operating divisions: Roads, which is Co.'s core business, and Specialized Business Activities. Co. is also a stakeholder in infrastructure concessions and management companies, including motorways as well as city road networks and public transport.
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On 9 May 2019, the Company issued convertible bonds for a total principal amount of EUR 150 million. The sole agenda item relates to the proposed approval and ratification, in accordance with Article 556 of the Belgian Companies Code, of conditions of the convertible bonds in case of a change of control. These are standard provisions and they are in line with the market practice. Hence, we see no reason for shareholder concern and recommend to approve.
General: Hella is a leading automotive supplier with over 125 locations in some 35 countries. In financial year 2018/2019, the Company generated sales of EUR 7.0bn with around 39,000 employees. Hella specialises in innovative lighting systems and vehicle electronics in its segments Automotive and Aftermarket. Furthermore, in its Special Applications segment, Hella develops, manufactures and sells lighting and electronic products for specialist vehicles. As of 31 May 2019, a total of 60.00% of the Company's shares were covered by a pool agreement of family shareholders. A total of 62 members o...
In general, NN Group is in compliance with the Dutch regulations relating to the organisation and procedures of the Extraordinary General Meeting. On August 12, 2019, the Company announced that Mr. Lard Friese stepped down as CEO of the Company to become the new CEO of Dutch competitor Aegon. ECGS notes that the sole agenda item of this EGM (ITEM 2) concerns the intended appointment of Mr. David Knibbe as CEO and member of the executive board of NN Group. According to Dutch law and the Company's Articles of Association, shareholders are NOT entitled to vote on such agenda item; it is a discus...
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