ITEMS 9 to 14: The main object of this AGM is the Acquisition of Westfield by Unibail-Rodamco. This operation is strategically consistent and financially acceptable for Unibail’s shareholders. Impacts of shareholding and on governance are also acceptable as the shareholding will remain widespread and the Supervisory Board will still have a majority of independent members.
ITEMS 25 and 26: However, in the event of completion of the Transaction, the remuneration policy of Management Board members will be modified. It will mainly integrate increases of the fixed remuneration (+25% for the Chairman of the Management Board) and of the maximum bonus (+66.67). Hence, the maximum total remuneration will increase from €4 M to €5.6M (+40.6%).
To adopt inflationary American practice is not acceptable and we do not support these resolutions.
Unibail Rodamco SE is a France-based commercial property investment company operating in the commercial real estate industry. The Company is engaged in the development, construction, and management of real estate in Europe. Its assets portfolio is divided into three main business segments: Shopping Centers, which include shopping centers in France, Spain, the Netherlands, Denmark, Sweden, Finland, Poland, the Czech Republic, Slovakia and Austria; Offices, comprising a number of business premises, warehouses and workshops located mainly in the Paris central business district and La Defense; and Convention and Exhibition complexes in Paris through two companies, Viparis and Comexposium, which are jointly owned by the Company and the Paris Chamber of Commerce and Industry (CCIP). Viparis manages a portfolio of venues in Paris, while Comexposium operates as an event organizer in France.
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AMG: Feedback from conference call. Ascencio: Lower interest will drive dividend up. Bekaert: Outlook still challenging, organizational reshuffle a clear positive. D'Ieteren: In-line results, strong Belron FCF, strong guidance. IMCD: A bit light at year end but overall growth remains impressive. Proximus: Results and guidance slightly lower. Unibail-Rodamco-Westfield: Sells Jumbo at 5%. VGP: Delivers & hikes dividends by 16%.
Was Westfield worth it? We believe new URW guidance is not fully understood by investors and see a 5-year EPS CAGR of 0-2% with offsetting “Westfield upside” from a stronger portfolio long dated (>3 years). Investors will discount the long term heavily due to strong negative momentum in the retail landscape. Focus will keep increasing on capex requirements and expanding yields. We model slower rent growth, but no declines, as URW remains the best-in-class operator (LFL rent growth to sub 2% from 4%) and also higher retail yields (5.2% in 2022F from 4.3%). With guidance reset, upside triggers a...
General: Supervisory Board member Prof. Dr. Theo Siegert is a member of the Adivsory Committee of DSW, the local partner of ECGS. This report has been prepared using standard ECGS guidelines. Item 1: Unlike at German stock corporations, shareholders of a KGaA are legally required to vote on the annual accounts. Item 5: In financial year 2018, the Supervisory Board of Henkel Management AG, in line with recommendations of the Shareholders' Committee's Human Resources Subcommittee, decided to adopt various changes to the Management Board members' remuneration system, applicable as of financial ...
La documentation relative aux conventions réglementées n’a pas été disponible dans les délais légaux, la société ayant publié le document contenant le rapport spécial des commissaires aux comptes sur les conventions réglementées 20 jours avant la date de l’assemblée générale. Par ailleurs, on notera que la société propose un renouvellement en bloc de ses admnistrateurs, pratique inacceptable ayant disparu conformément à la recommandation 13.2 du Code AFEP-MEDEF. La société justifie cette dérogation au code par une nécessité d'assurer la stabilité de ses organes de contrôle dans le temps et le...
ITEM 9: the company still refuses to disclose the individual remuneration amounts of its executives while it complies with some governance rules for companies listed in Paris (where the majority of its Fiduciary Deposit Receipts, "FDR", are traded). It is not understandable that a company, aware of the French practices and applying some of them, deliberately chooses to ignore some of the basic fair governance and fair disclosure principles. However, we note that the Shareholders Rights Directive II ("SRD II") must be transposed by June 2019. SRD II states "Member States shall ensure that the...
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