Charles Pinel
EUR 984.80 Purchase single report

Etude de l'AG du 12/05/2017

Engie registered a loss of € 415 M in 2016 against a loss of loss of € 4,6 billion in 2015, as assets impairments were € 3,8 billion against € 8,7 billion in 2015. In such a context, the approval of a dividend of € 1.00 per share seems to be guided by the priorities of the main shareholder of the group. Therefore, we recommend that shareholders oppose resolution 3.

Four resolutions are dedicated to the executive compensation. Although Isabelle Kocher's compensation is better structured and balanced than Gérard Mestrallet's compensation and shows an improvement in transparency and balancing as well as an acceptable fixed compensation and a strong short-term and long-term incentive component, it raises concerns. The qualitative part of the annual bonus is excessive (40%), and the correlation with the performance of the long-term incentive does not seem challenging. Indeed, an attribution is still possible in case of underperformance of Engie compared with its benchmark (up to -10% in 2016 and -20% proposed for the attribution in 2017). Therefore, we recommend opposing resolutions 10 to 13.

Finally, Engie stood as an exception in its application of the Copé-Zimmerman law, as the Board of Directors showed an insufficient number of male directors. This will not be the case at the end of the current general assembly where the employee shareholder representative will be replaced by a male director. ( Competitive election, resolution 8 and 9).


Engie is an industrial group, based in France, active in the fields of gas, electricity, energy services and the environment. Co. is an energy provider across the entire energy chain, in electricity and in natural gas, including: purchase, production and commercialization of natural gas and electricity; transport, distribution, management and development of major natural gas infrastructures; design and commercialization of energy services and environment-related services. Co.'s activities are conducted through five segments: Energy Europe, Energy International, Global Gas and LNG, Infrastructures, and Energy Services.


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 :

  • ​Proxy reports
  • Definition and monitoring of client customized voting guidelines
  • Corporate Governance Data and Rating
  • Thematic research
  • Engagement support

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. 

Charles Pinel

Other Reports on these Companies
Other Reports from Proxinvest
Other Reports from these Analysts

ResearchPool Subscriptions

Get the most out of your insights

Get in touch