The company is experiencing a change in governance structure: Mr. Daniel César Salles Vasques resigned as Chief Executive Officer and Director in October 2017. In this context, Mr. Daniel Julien was appointed Chairman and Chief Executive Officer and Mr. Olivier Rigaudy was appointed Deputy Chief Executive Officer on October 13, 2017, the latter retains his employment contract and his functions as Group Chief Financial Officer.
We are generally not in favor of the combination of the positions of CEO and Chairman. Exceptions to this role can be made if the company has implemented checks to the Chairman-CEO’s power (counter-powers). Whereas we were able to identify such measures at Teleperformance, we regret that the Chairman-CEO has not proposed eliminating the double voting rights regime, of which he is major beneficiary given his capacity as one of the Company’s largest shareholders.
Proxinvest recommends that shareholders oppose the €12M awarded to the outgoing CEO which consists of €9M «golden parachute» linked his non-competition agreement. The severance pertaining to Danile Julien is also egregious as it could pay him up to €9M. We voice our concerns regarding this severance in resolution 4.
The remuneration of the Chairman and Chief Executive Officer, Daniel Julien, reached € 4.71 million and that of Paulo César Salles Vasques, Chief Executive Officer, € 12.22 million for the 2017 financial year. Although the allocation of Perfromance shares did not every three years, the total remuneration of Messrs. Julien and Vasques in 2017 remains high. The company has therefore not taken into account the particularly high protest vote in 2017 shareholders who we strongly recommend to reoffend. Although we welcome the efforts made to reduce the amount of their total remuneration in 2017 (that of the CEO has been divided by 3, that of Vasques has decreased by 28.5%), but in reality this
decrease is due to non-compliance. allocation of bonus shares for the financial year ended December 31, 2017, as previously stated, the bonus share allocation plan is set every 3 years.
Whereas Daniel Julien has accepted a 30% reduction in his base salary for 2018, this reduction is completely offset by the significant increase in his bonus.
Teleperformance is engaged in outsourced customer experience management. Co. delivers integrated solutions to corporations and administrative bodies worldwide to manage all aspects of the customer-relations cycle on their behalf. Co.'s activities include four core business areas: customer care (these are services provided as part of customer service management); technical support; debt collection; and business information and marketing actions. As of Dec. 31, 2013, Co. had approximately 110,000 computerized workstations across 46 countries. Co.'s client includes industries like Telecoms, Internet, Financial services, Technology/media, Insurance, Government sector and Utilities.
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Item 1: Approve the share consolidation The Board requests shareholder approval to implement a share consolidation on the basis of 19 new ordinary shares for every 20 existing ordinary shares held. The consolidation is intended to maintain comparability, as far as possible, of the Company’s share price before and after the payment of a special dividend of $2.621 per share. The special dividend is equivalent to 5% of the market capitalisation of the Company as at 14 December 2018. The Company has implemented a series of share consolidations, returning funds to shareholders in this way in 2012...
Item 1: Approve Share Buybacks Shareholder approval is being sought to authorise the Company to make market purchases of its ordinary shares following the inclusion of a typographical error in the resolution granting authority at the 2018 AGM. This error meant that the authority granted at that meeting has already expired. As there is currently no authority in place, the Board proposes the standard share repurchase authority for the UK market with period ending until the earlier of 25 October 2019 (being the later date set out in in the resolution granting authority at the 2018 AGM) and the ...
Afin de pouvoir remplir au mieux la mission de surveillance et de protection de l’ensemble des actionnaires qui lui incombe, il nous semblerait préférable que le conseil ne soit pas composé de seulement cinq membres dont deux personnes de la famille du principal actionnaire. La société fait preuve de légèreté dans la transparence des informations communiquées aux actionnaires en matière de rémunération. Par conséquent, la plupart des résolutions référentes aux rémunérations des dirigeants connaitront un recommandations négatives au regard de ce manque de transparence. Dans la même optique, ...
Assemblée sans sujet particulier, à l'exception des réserves émises par Proxinvest concernant les comptes annuels avec son association d'un quitus et l'absence de comptes consolidés. Contactée par Proxinvest, la société nous a indiqué que l'absence de comptes consolidés et de ce fait de résolution pour les approuver était liée au fait que la filiale Festival basée à Madagascar avait été cédée début 2016. Cependant Proxinvest s'interroge puisque dans les annexes des comptes annuels à la page 23, la société présente une filiale : Festiveo. Ainsi la société devrait communiquer des comptes conso...
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