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Expert Corporate Governance Service (ECGS)
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ISS April 10th, 2019

In general, ISS is in compliance with the Danish regulations relating to the organisation and procedures of the Annual General Meeting.

Under ITEM 4, although not legally required in Denmark, the board of directors and the executive management seek discharge. Under its guidelines, ECGS no longer approves discharge of the board of directors and/or executive management if there is no legal requirement for it. Since there is no such requirement in Denmark, ECGS recommends to OPPOSE.

Under ITEMS 7a-7f, the (re-)election of the board of directors is proposed.

Under ITEM 7a, it is proposed to re-appoint Lord Allen of Kensington as Chairman of the board of directors. Although he is considered independent, ECGS notes that Lord Allen of Kensington is currently chairing ISS' remuneration committee, which is not in accordance with its guidelines. As a consequence, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.

Under ITEM 7c, it is proposed to re-appoint Ms. Claire Chiang as Member of the board of directors. In light of concerns over aggregate time commitments, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.

Under ITEM 7d, it is proposed to re-appoint Mr. Henrik Poulsen as Member of the board of directors. In view of concerns over aggregate time commitments, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead. There are no further peculiarities.

Underlying
ISS
ISS

ISS is a Facility Services company based in Denmark. Co.'s focus of operations is on providing its customers a full range of facility services required to meet each customers needs. Co. offers a wide range of services such as: Facility Management, Cleaning Services, Support Services, Property Services, Catering Services and Security Services. Co. maintains operations in more than 50 countries across Europe, Asia, North America, Latin America and Pacific, serving public and private sector customers in business services and information technology, manufacturing, healthcare, retail, transportation and infrastructure, energy, leisure, food and beverage, pharmaceutical, and other sectors.

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. 

Analysts
Expert Corporate Governance Service (ECGS)

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