Report
Expert Corporate Governance Service (ECGS)
EUR 1000.00 Purchase single report

Proxy Report 21/06/2018

General: Steico develops, produces and markets ecological construction products made of renewable raw materials. The Company is the European market leader for wood-fibre insulation materials.

Steico SE is listed on the Basic Board segment of the Frankfurt Stock Exchange and the m:access segment of the Munich Stock Exchange, which are not organised markets within the meaning of the German Securities Trading Act. Therefore, the Company is not a capital market-oriented company within the meaning of this legal requirement and subject to reduced statutory obligations as well as less strict admission criteria, followon obligations and transparency requirements. Among others, Steico SE is not subject to the obligation to issue an annual declaration detailing the extent to which it follows the recommendations of the German Corporate Governance Code. Overall transparency is thus significantly below German market practice. As of 31 December 2017, Chairman/CEO Udo Schramek (via Schramek GmbH) held 61.1% of the Company's shares. In financial year 2017, Group revenues increased by 10.2% to EUR 230.3m, EBIT
increased by 20.2% to EUR 22.0m and Group net income attributable to the shareholders of Steico SE increased by 31.9% to EUR 15.3m.

Item 5: The Company shall be authorised until 20 June 2023 to increase the share capital by up to EUR 7,041,732 (~50% of the share capital) by issuing shares against contributions in cash and/or in kind. The total shares issued while disapplying preemptive rights under the proposed and all existing authorisations may reach up to 50% of the share capital which significantly exceeds our guidelines according to which we accept a maximum potential dilution of 10%. We recommend opposition.

Underlying
Steico SE

Steico SE is a Germany-based company engaged in the construction industry. The Company develops, produces and distributes ecological building products made from renewable raw materials. Its product portfolio consists of insulation solutions for roof, dry walls, ceiling and floor constructions, including STEICOflex, a flexible cavity insulation; STEICOformwork, robust formwork beams for economic formwork solutions; STEICOtherm, a solid heat insulation for roofs, walls and topping elements; STEICOuniversal, a sheathing board for all constructions; STEICOfloor, a floor insulation system protecting from heat and impact sound; STEICOglulam, structural engineered elements; STEICOprotect, removing the need for a ventilated cavity allowing for thinner wall constructions, and STEICOunderfloor, an impact sound insulation, among others. As of December 31, 2011, it operated through seven subsidiaries located in Poland, the United Kingdom and France.

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