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Expert Corporate Governance Service (ECGS)
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De'Longhi – AGM 22 April 2020

We have serious concerns over the remuneration policy for executive Directors, because:

- the number of stock options to be awarded to each executive is not disclosed, be awarded to each executive is not disclosed,

- the vesting of stock options does not depend on any performance conditions,

- the 2020 remuneration of the CEO and short-term performance conditions are not disclosed, and

- we find excessive the fixed remuneration of the executive Chairman (€1.6 million).

 

Therefore, we recommend that shareholders oppose the remuneration policy (binding vote in item 2.1), the remuneration paid in 2019 (advisory vote in item 2.2), the 2020-2027 Stock Option Plan (item 3) and the authorization to increase the share capital to cover the stock option plan (item 6).

 

In item 5, we also recommend shareholders to oppose the authorization to purchase treasury shares, because the maximum repurchase price (115% of market price) exceeds the ECGS voting policy limit of 110% of market price.

Underlying
De'Longhi S.p.A.

De Longhi is a holding company. Through its subsidiaries, Co. operates three divisions: Household, Professional and Corporate. The Household division operates in the domestic appliances market with products for air cooling and treatment, heating, food preparation and cooking, domestic cleaning and ironing. The Professional division operates in the market for large thermo-cooling systems, hydronic terminals, heat pumps and wall-mounted air-conditioning units. The Corporate division which mainly provides corporate services to the group with the functions of setting strategy, of control, co-ordination and management of centralized activities and resources.

Provider
Proxinvest
Proxinvest

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Expert Corporate Governance Service (ECGS)

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