Proxinvest notes that remuneration for the Chairman, as well as for all the executives, has risen significantly due to the introduction of a long-term component (performance shares) in 2017. Having introduced a long-term component is a positive point for executives; however, this is contrary to Proxinvest voting policy regarding a Chairman’s remuneration (Resolution 10 to 17).
Moreover, the performance period over which the performance conditions are assessed should be extended: Proxinvest considers that a minimum period of three-years should apply. Performance shares will vest in three unequal tranches (40%, 10%, 10%, and 40%): the first tranche represents 40% of the total allocation but performance conditions are only assessed over a two-year period.
Moreover, Resolution 4 invites the General Meeting to approve the Statutory Auditors' special report on new regulated agreements only: it does not t comply with the letter and spirit of Article L.225-40 of the French Commercial Code which requires the approval of previous regulated agreements as well.
Shareholders are requested to approve the new regulated agreement regarding the EIR acquisition (Resolution 5). Although the strategic rational was clearly presented, the lack of disclosure, particularly pertaining the shareholder pact between Iliad and NJJ Tara SAS, makes it difficult to evaluate whether the transaction was truly in the interest of minority shareholders.
Proxinvest also regrets the presence of all the executive directors on the Board (independence rate is 33.33% only). Nevertheless, we recommend that shareholders approve the re-election of Maxime Lombardini, CEO, as director (Resolution 7).
Iliad is an operator in the French internet access & telecommunications markets. Co. divides its operations into three business segments: Broadband, Traditional Telephony, and Retail Telecom. Broadband includes Internet service provider operations, hosting services, user assistance operations & operations related to the rollout of the FTTH (fiber-to-the-home) network. Traditional Telephony includes switched landline telephony (One.Tel and Iliad Telecom), directory services (mainly the ANNU reverse look-up directory accessible by Minitel, telephone, Internet and SMS text messaging) and e-commerce operations (Assunet.com). Retail Telecom offers various mobile phones & services to customers.
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.
Iliad is the second-largest broadband and fourth-largest wireless telecom operator in France. The broadband side has generated solid revenue growth, margins, and returns on capital as well as good name recognition. However, it is behind on moving broadband customers to fibre, which could create problems down the road.In January 2012, Iliad used its broadband base and name recognition to enter the French wireless market with very aggressive price offerings. While it was late entering the market, it did a nice job of exploiting weakness in the market and its wireless subscriber base is now almos...
Iliad reported third-quarter revenue growth of 1.7% year over year, spot on with our full-year projection. We expect to maintain our EUR 143 per share fair value estimate and narrow moat rating. We believe the shares are undervalued. Revenue in France, excluding low-margin handset sales, declined 0.4%. Revenue increased 5% in its wireless division. The firm grew its subscriber base 1% to 13.5 million from the year-ago period, but its base actually declined in the third quarter. Iliad continues t...
Item 1: Approve the share consolidation The Board requests shareholder approval to implement a share consolidation on the basis of 19 new ordinary shares for every 20 existing ordinary shares held. The consolidation is intended to maintain comparability, as far as possible, of the Company’s share price before and after the payment of a special dividend of $2.621 per share. The special dividend is equivalent to 5% of the market capitalisation of the Company as at 14 December 2018. The Company has implemented a series of share consolidations, returning funds to shareholders in this way in 2012...
Item 1: Approve Share Buybacks Shareholder approval is being sought to authorise the Company to make market purchases of its ordinary shares following the inclusion of a typographical error in the resolution granting authority at the 2018 AGM. This error meant that the authority granted at that meeting has already expired. As there is currently no authority in place, the Board proposes the standard share repurchase authority for the UK market with period ending until the earlier of 25 October 2019 (being the later date set out in in the resolution granting authority at the 2018 AGM) and the ...
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 ...
Proxinvest attire l'attention des actionnaires sur plusieurs points : - Tout d'abord la société est dans un processus qui va permettre à un actionnaire chinois, Fosun, de rentrer au capital via une émission de nouvelles actions lui étant réservée. Suite à cette émission, Fosun deviendra le premier actionnaire et propose donc de nommer un administrateur au conseil de la société. -Ensuite la direction de la société est modifier puisque Marie Meynadier va céder ses fonctions à Mike Lobinsky le 1er Janvier 2019. De ce fait lors de la présente assemblée la société propose une nouvelle politique d...
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.