Banca Mediolanum – AGM 16 April 2020
In item 2.1, shareholders are called to a binding vote on the 2019 Remuneration Report, including the remuneration policy and the remuneration paid last year. We strongly egret that the policy and the remuneration paid are proposed in a single resolution, which, in our opinion, is not in accordance with the principles of Shareholder Rights Directive II. Overall remuneration amounts are reasonable (total variable remuneration is formally capped at 200% of the base salary, but it cannot exceed €430'000, which is equal to 39% of the CEO's fixed remuneration). We also welcome the introduction of an incentive scheme depending on multiple-year results (in item 4). However, we strongly regret that the performance conditions used to calculate the CEO's bonus are not adequately disclosed, and concerns may arise over the structure of variable remuneration, because it depends more on annual (60%) than long-term results. Therefore, we recommend shareholders to oppose the 2019 Remuneration Report (item 2.1), and to approve the 2020-2022 incentive plan (item 4).
Banca Mediolanum SpA is an Italy-based bank. It divides its activities into four segments: the Retail and Commercial Banking, Trading and Sale, Asset Management and Retail Brokerage. Through its segments, the Company provides various banking, financial and insurance solutions, including trading of financial instruments, lending money, issuing securities, currency trading, portfolio management, issuing payment cards, investment consultancy services, property and life insurance policies, and brokerage transaction services, among others. The Bank's portfolio comprises products and services for individuals and business clients. It is active through its subsidiaries, such as Eurocqs S.P.A., Bankhaus August Lenz & Co AG, Mediolanum Fiduciaria SpA, Mediolanum Asset Management Ltd and Fermi e Galeno Real Estate Srl, among others.
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