Ferguson - AGM 03 December 2020
Items 2 and 12: Remuneration report and re-election of Ms. Jacqueline Simmonds, Chair of the Remuneration Committee
Despite a high shareholder dissent of the remuneration related items last year (approval rates from 70.3% to 74.5%), no changes have been implemented. ECGS takes seriously any ongoing remuneration concerns which have not been addressed by the Company. In line with our policy, ECGS holds accountable the Chair of the Remuneration Committee and recommends to oppose the re-election.
We note that the TSR peer group is too wide and more focused sector comparison should be considered. We have serious concerns about EPS measurement as Ferguson has massively bought and cancelled shares. Since FY16/17, the number of shares was reduced by 12.9% which significantly impacted the EPS, but it has not explicitly stated that the impact of share repurchases is neutralised when determining award vesting.
Item 5: Re-elect Ms. Tessa Bamford
Member of the Board since 2011, Ms. Bamfordns does not comply with the independence criteria set by the UK Code. Moreover, she is a member of the Audit Committee, which does not comply with the UK Code.
Ferguson is a holding company. Through its subsidiaries, Co. is a distributor of plumbing and heating products in the U.S. Co. operates nationally serving the residential, commercial, civil and industrial markets. Co. operates seven business units in the U.S.: Blended Branches, which provides plumbing and heating solutions ; Waterworks standalone, which distributes pipe, valves and fittings, hydrants, meters and related water management products; B2C e-commerce, which sells directly to consumers via websites using the product range and distribution network of the Blended Branches business; as well as Other, which comprises industrial standalone, fire and fabrication, and facilities supply.
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