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 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.
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