Report
EUR 1000.00 For Business Accounts Only

Henkel AG & Co. KGaA – AGM 17 june 2020

General: The AGM is to be held in the form of a virtual AGM in accordance with the German Law to Mitigate the Consequences of the COVID-19 Pandemic. The physical presence of shareholders or their authorised proxies is not possible. The voting rights may therefore be exercised solely by postal vote or by granting authority to the proxies designated by the Company.

 

Supervisory Board member Prof. Dr. Theo Siegert (scheduled to resign at the end of the AGM 2020) is a member of the Adivsory Committee of DSW, the local partner of ECGS. This report has been prepared using standard ECGS guidelines.

 

Item 1: Unlike at German stock corporations, shareholders of a KGaA are legally required to vote on the annual accounts. We have no concerns and recommend shareholders to approve the Company's annual accounts.

 

Item 3: We recommend to oppose the discharge of the Personally Liable Partner due to the frequent profit warnings in recent financial years which raise fundamental concerns over the reliability of the Management Board's forecasting ability and its communication to stakeholders.

 

Items 7a, 7b, 7c, 7d, 7e and 7h: We recommend to oppose the (re-)election of six of the eight candidates proposed for election to the Supervisory Board due to our concerns over the insufficient independent representation on the Board and/or concerns over aggregate time commitments.

 

Items 8a, 8b, 8c, 8d, 8e, 8f, 8g, 8i and 8j: We recommend to oppose the (re-)election of eight of the ten candidates proposed for election to the Shareholders' Committee due to our concerns over the insufficient independent representation on the Board and/or concerns over aggregate time commitments. Furthermore, we recommend to oppose the re-election of one candidate due to his insufficient attendance at Shareholders' Committee and subcommittee meetings in financial year 2019.

 

Item 9: We recommend to oppose the approval of the remuneration system for the Management Board due to our concerns over the structure of remuneration that may be paid to Management Board members.

 

Item 10: We recommend to oppose the creation of a new Authorised Capital 2020 as the Company proposes to issue only non-voting preference shares. We consider this as a measure to secure the influence of the Company's major shareholder. Furthermore, we consider that the issuance of non-voting preference shares is detrimental to the "one share, one vote" principle.

Underlying
Henkel AG & Co. KGaA Pref

Henkel business comprised of Laundry & Home Care, Beauty Care, and Adhesive Technologies. Co.'s Laundry & Home Care business unit include laundry and home care Branded Consumer Goods business. The Laundry Care business includes heavy-duty and specialty detergents, fabric softeners, laundry performance enhancers, and other fabric care products. Co.'s Beauty Care business unit is active in the Branded Consumer Goods business with Hair Cosmetics, Body Care, Skin Care, Oral Care, and professional Hair Salon business. Co.'s Adhesive Technologies business unit provides solutions with adhesives, sealants and functional coatings in two business areas: Industry; and Consumer, Craftsmen and Building.

Provider
Proxinvest
Proxinvest

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