Expert Corporate Governance Service (ECGS)
EUR 500.00 For Business Accounts Only

Bunzl April 17th, 2019

Item 4: Re-elect the CEO

The CEO serves on the Nomination Committee, which does not meet ECGS guidelines.  We recommend shareholders oppose.  

Item 12: Approve the remuneration report

 The structure of remuneration is unsatisfactory given the size of the bonus, the use of accelerated vesting and an excessive benefits policy. Incentive pay as a percentage of base salary also exceeds guidelines.  This is partially mitigated by the base salary, which is at the median, and actual incentive pay was not excessive.  However, the CEO's salary was increased by 25% to the median in 2017 and the maximum bonus was increased in both 2017 and 2018, which could be an upward pay ratchet arising due only to peer comparisons. At the same time, incentive pay is still overly reliant on a single performance metric and this metric is EPS.  It is not considered appropriate for remuneration to depend so heavily on EPS, especially as it can potentially be manipulated by executives.Such an upward increase in pay does not appear justified especially without adequate alignment of pay with performance in the incentive plans and a more reasonable benefits policy. We recommend shareholders oppose.

Bunzl PLC

Bunzl is engaged in the distribution and outsourcing service, supplying a range of internationally sourced non-food products to a variety of market sectors. Co.'s market sectors: Foodservice, which comprised of non-food consumables, including food packaging, disposable tableware and guest amenities, cleaning products and safety items; Grocery, which goods not for resale including food packaging and hygiene supplies, to grocery stores; Cleaning and hygiene, which including chemicals and hygiene paper; safety, which include a range of personal protection equipment, including hard hats, gloves, boots, ear and eye protection and other workwear, to industrial and construction markets.


Founded in 1995, Proxinvest is an independent proxy firm supporting the engagement and proxy analysis processes of investors. Proxinvest mission is to analyse corporate governance practices and resolutions proposed at general meetings of listed firms.

Proxinvest main services are :

  • ​Proxy reports
  • Definition and monitoring of client customized voting guidelines
  • Corporate Governance Data and Rating
  • Thematic research
  • Engagement support

Proxinvest has been a pioneer and champion of good corporate governance and has grown into a recognised expert in the field.

Proxinvest is independently-owned and only works for investors : Proxinvest does not provide consulting services to the companies it covers, mitigating related risks to its clients and ensuring the independence of our analysis. As a result Proxinvest is able to take a robust, independent, engaged and unconflicted view of the companies in which our clients invest.

As Managing Partner of Expert Corprate Governance Service Ltd (ECGS), Proxinvest has built a large network of corporate governance experts to support clients in corporate governance analysis worldwide. 

Expert Corporate Governance Service (ECGS)

Other Reports on these Companies
Other Reports from Proxinvest
Other Reports from these Analysts

ResearchPool Subscriptions

Get the most out of your insights

Get in touch