Brenntag – AGM 10 june 2020
General: The AGM is to be held in the form of a virtual AGM in accordance with the German Law to Mitigate the Consequences of the COVID-19 Pandemic. The physical presence of shareholders or their authorised proxies is not possible. The voting rights may therefore be exercised solely by postal vote or by granting authority to the proxies designated by the Company.
Supervisory Board member Ulrich M. Harnacke is a member of the Presidency of DSW, the local partner of ECGS. This report has been prepared using standard ECGS guidelines.
Item 4: Dr. Christian Kohlpaintner was appointed as the new CEO with effect from 1 January 2020. The remuneration system that applies to Dr. Kohlpaintner in financial year 2020 differs from the remuneration system for the other Management Board members and inter alia includes a revised annual bonus and a new long-term incentive (LTI) in the form of a virtual performance share plan. We consider that the new remuneration system should have been put to shareholder approval at this year's AGM. In line with our guidelines we would in principle recommend opposing the discharge of the Chairman of the Supervisory Board's Presiding and Nomination Committee, Stefan Zuschke. However, as the discharge is proposed in a bundled resolution we recommend shareholders to oppose the discharge of the Supervisory Board as a whole.
Item 6b: We recommend to oppose the re-election of Dr. Andreas Rittstieg to the Supervisory Board due to concerns over aggregate time commitments.
Item 7: The Management Board and the Supervisory Board propose the conversion of the Company's legal form into a European Company (Societas Europaea, SE). Such a proposal requires approval of the AGM. ECGS sees no disadvantages for the shareholders by introducing the legal form of an SE. We recommend support.
Brenntag is a chemical distributor. Co. provides its customers and suppliers a range of services and global supply chain management as well as a chemical distribution network in Europe, North and Latin America as well as in the Asia Pacific region. Co. manages its business through its regionally structured segments in Europe, North America, Latin America and Asia Pacific. Co. provides a range of products as well as services such as just-in-time delivery, product mixing, blending, repackaging, inventory management, drum return handling as well as technical and laboratory services for specialty chemicals.
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