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Expert Corporate Governance Service (ECGS)
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Etude de l'AG du 04/05/2017

Item 2: Approve the Remuneration Report. The structure is unsatisfactory given especially the size of the bonus. Pay does not appear to be aligned with performance given the decision to award 100% of bonus shares despite below target revenue performance. Variable remuneration was excessive.

Item 3: Approve the Remuneration Policy. ECGS has concerns over the potential maximum variable remuneration under both the short and long-term programmes (up to 725% of base salary), especially in the light of continued increases in base salary.

Furthermore, potential and actual short-term incentives outweigh long-term incentives. This is a concern as it means that the variable pay framework does not provide an adequate alignment between executive pay and shareholder long-term interest.

Shareholders should not that 41% of shareholders voted against the Remuneration Report at the 2016 AGM, and we regret that the Company appears to have ignored their concerns.

Item 14: Re-elect the Chairman. The UK Code considers that the Chairman should be independent on appointment. However, he was not independent upon appointment. In addition, following his appointment, he has served as Chairman & CEO and Executive Chairman from 2004 to Dec. 2014. The company breaches the applicable corporate governance code recommendation that the Chairman of the

Underlying
Inmarsat

Inmarsat is a provider of global, mobile satellite communications solutions. Co.'s operating segments are aligned to five market-facing business units including maritime, which is focused on worldwide commercial maritime services; enterprise, which is focused on worldwide energy, industry, media, carriers, and Machine to machine services; aviation, which is focused on commercial, business and general aviation services; U.S. Government, which is focused on U.S. civil and military government services; and global government, which is focused on worldwide civil and military government services.

Provider
Proxinvest
Proxinvest

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. 

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Expert Corporate Governance Service (ECGS)

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