Item 2: We recommend to oppose the dividend proposal. The dividend is not covered by free cashflow for a third consecutive year and we consider a dividend payment inappropriate at this time.
Items 3a-3c: We recommend to oppose the discharge of the Management Board members due to two profit warnings in financial year 2017/2018 which raise fundamental concerns over the reliability of the Management Board's forecasting ability and its communication to stakeholders.
Osram Licht is a light manufacturering group based in Germany. Co.'s portfolio covers the entire value chain from components - including lamps, electronic control gear and opto semiconductors such as light-emitting diodes (LED) - as well as luminaires, light management systems and lighting solutions. Co. is also a supplier of automotive lamps and LED for vehicles. In addition, Co. maintains market activities in the field of electronic control gear (ECG) for lamps. Co.'s operations are organized along four business segments: Lamps & Components; Luminaires & Solutions; Specialty Lighting; and Opto Semiconductors.
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.
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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.
Proxinvest Corporate Governance Rating ® helps investors integrate governance into their investment decision and identify governance risks and opportunities within their portfolio. Proxinvest Corporate Governance Rating ® Service rates European issuers through the analysis of four main themes : Ownership & Shareholder rights, Board & Committees, Audit & Process, Remuneration. Each theme is rated taking into account several comprehensive sub-categories. Our unique two-step process to achieve each rating includes a first step quantitative valuation and a second step qualitative filter...
The independent financial analyst theScreener just awarded an improved star rating to OSRAM LICHT AG (DE), active in the Electrical Components & Equipment industry. As regards its fundamental valuation, the title receives an improved star rating and now shows 3 out of 4 possible stars. With regard to its market behaviour, it remains unchanged and can be qualified as risky. theScreener considers that these elements allow slightly upgrading its rating to Neutral. As of the analysis date February 15, 2019, the closing price was EUR 41.16 and its expected value was estimated at EUR 37.57.
In general, Essity is in compliance with the Swedish regulations relating to the organisation and procedures of the AGM. Under ITEMS 12.1-12.9, the (re-)election of the board of directors is proposed.In light of concerns over aggregate time commitments, ECGS recommends to vote OPPOSE to the (re-)election of: Mr. Pär Boman (ITEM 12.2) and Ms. Annemarie Gardshol (ITEM 12.4). Under ITEM 13, the nomination committee proposes to re-appoint Mr. Pär Boman as Chairman of the board of directors. As already mentioned above, ECGS has various concerns over his re-appointment and therefore does not suppo...
In general, Elisa Corporation ("Elisa") is in compliance with the Finnish regulations relating to the organisation and procedures of the Annual General Meeting. Under ITEM 13, approval is sought for the remuneration of the auditor. As non-audit fees paid are greater than 50% of the audit fee on a three-year aggregate basis, ECGS recommends to vote OPPPOSE. Under ITEM 14, the board of directors proposes to re-appoint KPMG as the Company's statutory auditor. ECGS notes that the current auditor has been in office for 15 years and there is no disclosure to suggest that the current mandate has be...
In general, Hexagon is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting. Under ITEM 12, approval is sought for the (re-)election of the board of directors and the statutory auditor. Since ECGS does not approve of the (proposed) composition of the board of directors as well as the current term in office of the statutory auditor it recommends to vote OPPOSE. Under ITEM 13, it is proposed to establish a(n) (external) nomination committee. Like several institutional investors, ECGS has concerns over the bundled form under which...
In general, Husqvarna is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting. Under ITEM 10, the nomination committee proposes to increase the remuneration of the board of directors by around 6%. In ECGS' view the current fees are already at the upper level of Swedish market practice for a company with the size and complexity of Husqvarna and it therefore does not approve of any increases without adequate justification. Since the proposal is not adequately justified, ECGS recommends to vote OPPOSE. Under ITEMS 11a(1)-11a(8), th...
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