Item 2: Approve the Remuneration Report
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. Actualy incentive pay during the year was more than double the ECGS limit. Furthermore, variable remuneration is overly reliant on a single performance metric, benchmark profit before tax.
Item 9: Re-elect the Chairman
Mr. Robert was not considered independent upon appointment as he formerly served as CEO of the Company. ECGS questions the practice where the CEO becomes the Chairman of the Board or supervisory Board. While this may provide continuity, it risks causing difficulties in respect of the Board's supervisory function and may inhibit an objective assessment of management and strategy and of the initiatives of the successor CEO.