Global Dominion Access – AGM 6 May 2020
In item 5.2, it is proposed to distribute a dividend of €0.0648 per share. In light of recent events regarding COVID-19, ECGS recommends that decisions on dividend distributions be postponed to avoid liquidity or financial risks. Hence, we recommend opposition.
In item 9, shareholders are called to a binding vote on the 2020-2022 Remuneration Policy. Despite ammounts being reasonable, we regret that variable remuneration schemes are not adequately structured to align the interests of executives with the creation of sustainable value in the land ong-term. Furthermore, the LTI only depends on share value and has no reported limit, therefore, we recommend that shareholder oppose this resolution. For the same reasons, ECGS opposes the approval of a complementary long-term incentive for the CEO in item 10.
In items 12 to 22, shareholders are called to approve the (re-)elections of 11 Directors: 2 executive, 5 external, including 3 proprietary, and 4 independent. Concerns arise over the lack of independence on the Board (36%). Therefore, we recommend that shareholders oppose the re-elections of the Directors in items 14, 15, 16,17 and 21.
In item 23, the approval of the Directors' Remuneration Report is sought. As is the case in items 9 and 10, we consider that the variable remuneration metrics are not sustainable. Furthermore, we consider the level of disclosure to be unsatisfactory, thus, we recommend opposition.
Global Dominion Access SA is a Spain-based company primarily engaged in the construction and engineering sector. The Company's activities are divided into two segments: Multi-technological Services, which offers design, implementation and maintenance of fixed and mobile telecommunications networks, manages sales and distribution processes for telecommunications carriers, as well as renders of inspection, maintenance, repair and renovation services for industrial and energy firms, and Solutions and EPCs, which executes turnkey Engineering-Procurement-Construction (EPC) projects, provides construction, repair and renovation of industrial heating installations, as well as develops processes and other technological and business solutions in numerous sectors. Its services are provided in three areas: Technology and Telecommunications (T&T), Industry and Renewable energies. It operates worldwide in Europe, the Americas, Asia and Africa. The Company is a subsidiary of CIE Automotive SA.
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