Item 6c: We recommend to oppose the election of Benoît Potier to the Supervisory Board until the AGM 2023 due to concerns over aggregate time commitments.
General: In September 2017, Siemens and Alstom S.A. signed a memorandum of understanding to combine the companies' rail businesses in a 'merger of equals'. According to the memorandum, Siemens will receive newly issued shares in the combined company ('Siemens Alstom') representing 50% of the share capital assuming full dilution through exercise of all potentially dilutive securities and share-based payment plans. Furthermore, Siemens will receive warrants allowing it to acquire additional shares representing 2% of the share capital, which can be exercised earliest four years after closing of the transaction. The transaction will be subject to the approval of Alstom's shareholders, anticipated in the second quarter of 2018. The cloasing of the transaction is expected at the end of 2018, following clearance from relevant antitrust and regulatory authorities.
In November 2017, Siemens announced that it plans to publicly list a minority stake in its separately managed business segment Siemens Healthineers on the Prime Standard segment of the Frankfurt Stock Exchange during the first half of 2018. At the time of preparation of this report, further information have however yet to be disclosed. In financial year 2016/2017, Healthineers generated EUR 13.79bn in revenues (16.60% of total revenues), its income representing 29.98% of total consolidated income from continuing operations before taxes, and its profit margin being among the highest in the Company at 18.1%.
Siemens is a technology company. Co.'s Energy sector provides a range of products, solutions and services for generating and transmitting power. The Healthcare sector provides customers a range of medical solutions across the treatment chain. The Industry sector supplies products and solutions for industrial companies, primarily in the process and manufacturing industries. The Infrastructure & Cities sector provides a range of technologies that accelerates the capabilities of metropolitan centers and urban infrastructures. The Investments segment is comprised of Co.'s equity stakes in other companies. The Financial Services segment provides business-to-business financial solutions.
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A director at Siemens Ag bought 1,100 shares at 92.110EUR and the significance rating of the trade was 60/100. 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 board me...
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...
We have concerns over the lack of independent representation on the Board, as it comprises 5 executives, 3 representatives of the controlling shareholder and only 7 independent Directors (47%). Therefore, we recommend that shareholders oppose the re-appointment of the executive Director Mr. Inchausti Pérez in item 5, and the 3 non-executive Directors representing the controlling shareholder Fundación Mapfre (67.7% of the share capital), respectively in item 6, item 7 and item 8. In item 13, shareholders are called to approve the remuneration policy for the 2019-2021 period (binding vote). We ...
ITEMS 2.1, 2.2, 7 and 8 - Binding votes on the remuneration of the board of directors and the executive management. Ethos has the following concerns over the amounts requested: The annual bonuses that will effectively be paid out to the chairman and the CEO are significantly higher than the amounts requested at the general meeting. The remuneration of the non-executive chairman is significantly higher than that of the peer group and includes an annual bonus. For the executive management, the remuneration is significantly higher than that of the peer group and the remuneration structure is n...
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