In general, Vestas is in compliance with the Danish regulations relating to the organisation and procedures of the Annual General Meeting.
Under ITEM 4.2a, it is proposed to re-appoint Mr. Bert Nordberg as Chairman of the board of directors. Although he is considered independent, ECGS notes that Mr. Nordberg is currently chairing the Company's nomination- and remuneration committee, which is not in accordance with its guidelines. ECGS furthermore notes a lack of female representation (25%) on the board and based on its guidelines the re-election of the chairman of the nomination committee is the most appropriate agenda item to express such concerns. Based on the above, ECGS normally would have recommneded opposition. However, considering that the proxy card does not permit this, it recommends abstention instead. ECGS furthermore has concerns over the aggregate time commitments of Mr. Carsten Bjerg (ITEM 4.2c), proposed new nominee Ms. Eva Berneke (ITEM 4.2d) and Mr. Henrik Andersen (ITEM 4.2f). Therefore, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
Under ITEM 6, the board of directors proposes to re-appoint PricewaterhouseCoopers as the Company's statutory auditor. In light of the substantial amount of non-audit fees as well as the current term in office of the auditor, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
Finally, under ITEM 7.2, the board of directors seeks authorisation to repurchase own shares. Although the requested authority as such meets its guidelines, ECGS notes that the Company uses "per share" performance conditions and does not state whether the impact of these share repurchases will be neutralized. As Vestas has a history of share buybacks, ECGS cannot rule out the possibility that executive compensation has been impacted. ECGS therefore recommends to vote OPPOSE.
Vestas Wind Systems is an industrial machinery and equipment manufacturing company based in Denmark. Co. is engaged in the production of wind turbines. Co.'s main activities comprise development, manufacture, sale, marketing and maintenance of installations that use wind energy to generate electricity. Co. supplies products, from individual turbines to the delivery of turnkey wind power installations globally. Co. supplies guidance services to its customers in connection with the development, financing and ownership of wind turbine projects. Co.'s main customers are utilities and energy companies.
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A director at Vestas Wind Systems bought 5,451 shares at 510.400DKK and the significance rating of the trade was 67/100. 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 o...
Vestas now sees a lower 2019e EBIT margin citing higher transportation costs due to tariffs and high activity. We believe this will persist into 2020e and, along with a highly back-end loaded 2019e, we see risk of further consensus (and guidance) cuts. We have cut our 2019–2020e EBIT by 4–5% and our target price to DKK560 (600). We retain our HOLD.
On 9 May 2019, the Company issued convertible bonds for a total principal amount of EUR 150 million. The sole agenda item relates to the proposed approval and ratification, in accordance with Article 556 of the Belgian Companies Code, of conditions of the convertible bonds in case of a change of control. These are standard provisions and they are in line with the market practice. Hence, we see no reason for shareholder concern and recommend to approve.
General: Hella is a leading automotive supplier with over 125 locations in some 35 countries. In financial year 2018/2019, the Company generated sales of EUR 7.0bn with around 39,000 employees. Hella specialises in innovative lighting systems and vehicle electronics in its segments Automotive and Aftermarket. Furthermore, in its Special Applications segment, Hella develops, manufactures and sells lighting and electronic products for specialist vehicles. As of 31 May 2019, a total of 60.00% of the Company's shares were covered by a pool agreement of family shareholders. A total of 62 members o...
In general, NN Group is in compliance with the Dutch regulations relating to the organisation and procedures of the Extraordinary General Meeting. On August 12, 2019, the Company announced that Mr. Lard Friese stepped down as CEO of the Company to become the new CEO of Dutch competitor Aegon. ECGS notes that the sole agenda item of this EGM (ITEM 2) concerns the intended appointment of Mr. David Knibbe as CEO and member of the executive board of NN Group. According to Dutch law and the Company's Articles of Association, shareholders are NOT entitled to vote on such agenda item; it is a discus...
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