GN Store Nord - AGM 17 March 2021
In general, GN Store Nord is in compliance with the Danish regulations relating to the organization and procedures of the Annual General Meeting.
Under ITEM E, shareholders are called to an advisory vote on the Remuneration Report. The Company's aggregate executive compensation is fairly moderate and quality of disclosure improved in 2020. However, the remuneration policy still allows the payment of discretionary bonuses and severance payments may exceed the equivalent of 2 years of total remuneration, if special circumstances warrant so, which is not in accordance with the Danish Corporate Governance Code. Therefore, ECGS recommends OPPOSE.
Under ITEM G.2 and ITEM G.3, it is proposed to re-appoint, respectively, Mr. Jukka Pekka Pertola and Ms. Hélène Barnekow as non-executive Directors. Both the candidates are considered independent, but concerns may arise over their aggregate time commitments. Therefore, ECGS recommends abstention.
Under ITEM H, the Board of Directors proposes to re-appoint PricewaterhouseCoopers as external auditor. The current term in office of the statutory auditor (2 years) meets our guidelines, but concerns may arise over the high level of aggregate non-audit fees paid over the last 2 years, which represented 64.7% of audit fees. Therefore, ECGS recommends abstention.
Under ITEM I.2.a, the shareholders Akademiker Pension and LD Fonde jointly submitted a proposal to ask the Board of Directors to undertake an assessment of the ability to voluntarily publish a country-by-country tax report. The Board recommends to vote against, because a detailed country-by-country disclosure would entail a competitive disadvantage. In our opinion, higher transparency on tax matters would improve fair competition, and the proposed assessment may help the Board to better define the benefits and risks of country-by-country tax disclosure, as well as to provide a better definition of the "competitive disadvantages" resulting from such practice. Therefore, ECGS recommends to vote FOR.
GN Store Nord is an electronics communication products group based in Denmark. Co. is engaged in the manufacture and marketing of products for personal communication. Co.'s product offering includes hearing instruments, corded and wireless headsets, and audiologic diagnostics equipment used to test people's hearing and sense of balance. In addition, Co. offers products and accessories such as speakers, amplifiers, headset telephones, and adapters, as well as software and equipment for fitting hearing instruments. Co.'s operations are organized along two business divisions: GN Netcom (headsets) and GN ReSound (advanced hearing instruments).
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