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Proxinvest Corporate Governance Rating ® Service rates European issuers through the analysis of four main themes :
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RSA Insurance Group is an international general insurer focused on selected regional markets. Through its subsidiaries and associates, Co. provides personal and commercial insurance products to its global customer base, principally in the U.K., Ireland, Middle East, Scandinavia and Canada. The principal activity of Co. is to hold investments in its subsidiaries and the receipt and payment of dividends.
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 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.
A director at RSA Insurance Group sold 35,500 shares at 570p and the significance rating of the trade was 55/100. Is that information sufficient for you to make an investment decision? This report gives details of those trades and adds context and analysis to them such that you can judge whether these trading decisions are ones worth following. Included in the report is a detailed share price chart which plots discretionary trades by all the company's directors over the last two years clearly showing Close periods where trading activity is restricted under listing rules. The names of boar...
RSA INSURANCE GROUP PLC. (GB), a company active in the Full Line Insurance industry, loses a star(s) at the fundamental level and sees its general evaluation downgraded. The independent financial analyst theScreener just removed a fundamental star(s) for a 3 over 4-star rating. As such, market behaviour remains unchanged and is evaluated as moderately risky. theScreener believes that the loss of a star(s) merits downgrade to the general evaluation of the title, which passes to Neutral. As of the analysis date May 14, 2019, the closing price was GBp 555.60 and its expected value was estimated a...
Item 2: Approve the Remuneration Report The structure is aligned with long-term performance. However, up to 30% of the bonus depends on qualitative criteria and accelerated vesting is possible. Maximum incentive pay slightly exceeds guidelines. "Business scorecard" and ROTE determine a substantial percentage of both the STI and LTI. We recommend shareholders oppose the resolution. Item 12: To re-elect as a director, Charlotte Jones The director is not independent as she is expected to be appointed CFO in Summer 2019. She currently serves as a non-independent member of the Audit Committe...
Item 2: Approve the Remuneration Report The remuneration structure is unsatisfactory. First, the remuneration committee has the discretion to determine half of the bonus. Additionally, there is lack of disclosure of pension accrual rates and an excessive pension contribution was made in this year and the previous two years. Furthermore, dividend per share is used with both the STI and the LTI. Aside from being an overlapping performance condition, the use of dividend per share is not considered appropriate as executives have a certain level of control over the dividend payout and therefore can...
Contrary to UK market practice, the Company does not have annual elections of directors. Elections are staggered and only two directors are standing in the current year. There are concerns over the composition of the Board. The Chairman, Mr. Rasche, undertakes some general and operational consultancy for the business through his consultancy business Rasche Consulting Ltd, for which he is given expenses by the Company. Furthermore, 50% of the Board are executives and only 33% are independent. There is insufficient independent representation on the Board. Item 5: Approve the Remuneration Report...
Boatman Capital Research Activism The Company has been subject to criticism in two reports by Boatman Capital Research (Boatmann). The first report in October 2018 claimed that the Company had been systematically misleading investors by burying bad news about its performance, should overhaul its leadership, and has a poor relationship with its largest customer, the UKns Ministry of Defence. The second report in May 2019 claimed that the Company should write down the value of its Defence Support Group subsidiary, should overhaul its executive team, and called the Companyns corporate structure,...
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