Casino Guichard Perrachon - AGM 07 May 2019
FINANCIAL SITUATION
Casino is the subject of speculation by some investors due to the indebtedness of the controlling holding company of Jean-Charles Naouri, Chairman - CEO and main shareholder. In this context, Casino has implemented a disposal plan for € 1.5 billion and has set a new target of further asset disposal of at least € 2.5 billion to be achieved by the first quarter of 2020. However, the group generated a loss of € 54 million in 2018 and proposes a dividend that seems above all to allow the controlling shareholder to honour its financial debt. It is time for shareholders to act responsibly and finally oppose a dividend policy imposed by the controlling shareholder CEO Jean-Charles Naouri, which runs the risk of excessive debt and negative under-investment in the long term. Resolution 3 on the allocation of income will therefore not be supported (resolution 3).
BOARD OF DIRECTORS AND CUMULATION OF FUNCTIONS
It is proposed to renew the term of office of Jean-Charles Naouri as a director. ECGS is not in favour of combining the functions of Chairman of the Board and CEO and the counter-powers implemented seem insufficient, as does the stock market performance of the share during his term of office, to approve this renewal (resolution 7). The Board also suffers from a lack of independence which also makes it impossible to support the renewal of two entities in Jean-Charles Naouri's holding group (Finatis and Matignon Diderot) (however, it should be noted that there is no over-representation on the Board of the main shareholder) (resolutions 8 and 9).
REMUNERATION
The potential amounts and structure of Jean-Charles Naouri's remuneration policy are acceptable and enable the ex-ante vote to be approved (resolution 6). However, the ex-post vote will be refused because the shareholders are not aware of the completeness of the indirect remuneration paid in his favour (resolution 5).
Casino Guichard-Perrachon is a food retailer based in France. Co. operates hypermarkets, supermarkets, discount stores, convenience stores and cafeterias. Co.'s stores are discount stores selling groceries and consumer goods, and providing services like financial and insurance services, real estate, and restaurants. Co. operates hypermarkets under the brand Geant Casino; urban and rural supermarkets under the brand Casino Supermarches; city-centre supermarkets under the brand Monoprix; convenience/national superettes under the brands Petit Casino, Vival and Spar; covenience-paris area stores under the brand Marche Franprix; and discount stores under the brand Leader Price.
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