Expert Corporate Governance Service (ECGS)
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GVC Holdings - AGM 05 June 2019

Acquisition of Ladbrokes Coral Group plc

 On 28 March 2018, the Company completed the acquisition of the entire share capital of Ladbrokes Coral Group plc, effected by means of a Court-sanctioned scheme of arrangement. The total consideration was £3,344.7m.

 Item 2: Approve the Remuneration Report

 In comparion with the previous year, disclosure has improved, which is welcomed.  However, the remuneration structure is still unsatisfactory. The maximum bonus exceeds guidelines, the severance agreements are not disclosed, and benefits are excessive.  The LTI is overly-reliant on EPS, which is not considered best practice as it can potentially be manipulated by executives.  The 2015 LTI award had an excessive payout during the year and the sale of the shares by the CEO and Chairman at under market price has had adverse effects for all shareholders, as the share price fell significantly and still has not returned to the previous price. We recommend shareholders oppose.

GVC Holdings

GVC Holdings is a holding company. Through its subsidiaries, Co. is an online gaming company, provides business to consumer and business to business services to the online gaming and sports betting markets in Europe and Latin America. Co. operates in two segments, Sports and Gaming. Co. offers sports betting, casinos, games, and poker through online and mobile under the Sportingbet brand; and online bingo, sportsbook, casino, and poker access under the Betboo brand, as well as operates an online casino Website for German-speaking markets under the CasinoClub brand. Co. also various online poker games, including No Limit Texas Hold'em, Fixed Limit Texas Hold'em, and Pot Limit Texas Hold'em.


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