Freenet - AGM 16 May 2019
General: Supervisory Board member Marc Tüngler is Chief Managing Director of DSW, the local partner of ECGS. This report has been prepared using standard ECGS guidelines.
Freenet offers its approximately 13m customers products for a digital living. The Group's operations can be split into two basic segments: Mobile Communications, and TV and Media. In the Mobile Communications segment, Freenet markets mobile communications products and services relating to mobile contracts. In the TV and Media segment, the business model consists of providing and broadcasting media content, particularly the transmission of TV and radio signals.
As of 31 December 2018, Flossbach von Storch AG held 15.39% and BlackRock Inc. held 5.27% of the Company's shares.
In financial year 2018, Group revenues (without IFRS 15 effects) increased by 4.3% to EUR 3.7bn, EBIT decreased by 9.6% to EUR 337.1m and net income attributable to the shareholders of Freenet AG decreased by 22.2% to EUR 223.1m.
Item 4: The remuneration system for the Management Board was last approved by the AGM 2018 with a majority of 65.58% of the votes cast only. ECGS recommended shareholders to oppose the remuneration system due to the complex structure and intransparent disclosure (on-target remuneration amounts were not disclosed) which made it impossible for shareholders to assess the potential total maximum remuneration of Management Board members. Given the relatively low approval rate at the AGM 2018, we consider that the remuneration system should have been reviewed by the Supervisory Board and put for shareholder approval again at this year's AGM. In line with our guidelines we would in principle recommend opposing the discharge of the Chairman of the Supervisory Board's Personnel Committee ("Remuneration Committee"), Prof. Dr. Helmut Thoma. However, as the discharge is proposed in a bundled resolution we recommend shareholders to oppose the discharge of the Supervisory Board as a whole.
Freenet is a telecommunications provider in Germany. Co. provides its customers a portfolio of services and products, particularly in the field of mobile voice and data services. Co. does not operate its own network, but markets mobile communication services for the mobile network operators Telekom, Vodafone, E-Plus and O2 in Germany, under its own name and on its own account. Apart from its own network-independent postpaid, no-frills and prepaid services, Co. also provides the original network operators' tariffs. Co. operates within two segments: mobile communications and other/holding.
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.
Unfortunately, this report is not available for the investor type or country you selected.
Browse all ResearchPool reportsReport is subscription only.
Thank you, your report is ready.
Thank you, your report is ready.