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Expert Corporate Governance Service (ECGS)
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Ashtead Group - AGM 8 September 2020

Item 2: Remuneration report

The annual bonus is based on the Group underlying pre-tax profit. No bonus was awarded for the current year as the performance target was not reached. We commend the Committee's decision not to upward it despite the unprecedented nature of the Covid-19 impact. The positive features of the remuneration overwhelm our moderate concerns mentioned above. The remuneration is weighted more towards rewarding long-term performance, the payout is adequately aligned with performance, and the quantum is not excessive.

Item 5: Re-elect Brendan Horgan, CEO

According to ECGS policy and UK Code, the nomination committee should consist exclusively of non-executive directors, the majority of whom are independent including the chairperson. ECGS voting policy recommends to OPPOSE the election of the CEO if he is a member of the nomination committee.

Item 12: Re-appoint the Auditors

The auditor's tenure exceeds the limits set out in our guidelines and may undermine auditor independence.

Item 17: Purchase of own shares 

Given the recent events relating to Covid-19, ECGS considers that it is not the right moment to proceed to a new share buyback programme especially when the Company has a high debt burden. Furthermore, the size of the authority requested, 15% of share capital, exceeds best practice and ECGS guidelines. Accordingly, we recommend that shareholders oppose this resolution.

Underlying
Ashtead Group plc

Ashtead Group is an international equipment rental company. Co. rents a range of construction and industrial equipment across a variety of applications to a diverse customer base. Co.'s equipment can be used to lift, power, generate, light, move, dig, compact, drill, support, access, scrub, pump, direct, heat and ventilate. Co.'s rental fleet ranges from hand-held tools to construction equipment. As of Apr 30 2017, Co. had 612 stores in 47 states in the U.S. and 17 stores in Canada, and 179 stores in the U.K. Co. operates as Sunbelt in North America and as A-Plant in the U.K.

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