Report
Expert Corporate Governance Service (ECGS)
EUR 500.00 For Business Accounts Only

Kering - AGM 24 April 2019

It should first be noted that the Company achieved excellent results in 2018, driven in particular by the strong growth of the luxury goods market.

As in the previous year, ECGS notes a lack of counter-power within the company: we note the cumulation of the functions of Chairman of the Board of Directors and Chief Executive Officer, as well as the absence of generalized executive sessions.

Also, we note that the presence of three censors, exercising each of the management functions within the Kering Group, undermines the effectiveness of the control of the action of the leaders of the company.

However, it should be noted that the company now has a majority-independent Nomination Committee (60%) and that a director representing employees sits on the Remuneration Committee.

In general, remunerations are up from the previous year and appear excessive: the significant increase in the long tem remuneration is largely responsible for the excessive amount. It should also be noted that the overly frequent use of KMUs (Kering Monetary Units) exceptional distributions ("multi-year variable compensation") appears to be inflationary and unacceptable.

Lastly, the company did not submit the regulated agreements to the vote of the Shareholders' Meeting. However, according to Article L.224-40 of the French Commercial Code, the Annual General Meeting rules on the special report of the auditors. This is a mandatory vote and not optional for any ordinary general meeting, even in the absence of new agreements. According to ECGS, this omission constitutes a management fault, especially since the amount of the agreement concluded with Artémis SA has significantly increased in 2018.

Underlying
Kering

Kering is engaged in the retail industry, particularly luxury fashion brands. Co.'s operations can be divided into two segments: Luxury and Sport & Lifestyle divisions. The Luxury division includes brands such as Gucci, Bottega Veneta, Yves Saint Laurent, Balenciaga, Boucheron, Sergio Rossi, Alexander McQueen, Girard-Perregaux & JeanRichard, & Stella McCartney. In addition, Co. offers Leather Goods, Shoes, Ready-to-wear, Watches, and Jewelry & Other products. The Sport & Lifestyle division designs & develops footwear, apparel & accessories and includes brands like Puma, Volcom and Electric among others.

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)

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