Report
Expert Corporate Governance Service (ECGS)
EUR 1000.00 For Business Accounts Only

IMCD - AGM 30 June 2020

In general, IMCD is in compliance with the Dutch regulations relating to the organisation
and procedures of the Annual General Meeting.
Under ITEM 7 authorisation is sought to repurchase own shares. Requested
authorisation is limited to 10% of the Company¶s share capital at a price that may not
deviate more than 10% from the most recently quoted market price. The authorisation
will remain in effect until December 31, 2021 and as such would meet ECGS'guidelines.
That having been said, ECGS notes that IMCD uses ³per share´performance metrics
(under its LTI) and does not state whether the impact of these share repurchases will be
neutralized. However, since the Company has no history of share-buy backs (for at least
the past 5 years since its listing) and that a similar authorisation granted by the 2019
AGM has not been used, ECGS expects no significant impact on executive
compensation. Alternatively, in view of the recent events relating to Covid-19, ECGS
considers that it is not the right moment to proceed to a new share buyback programme.
Accordingly, ECGS recommends to vote OPPOSE.
There are no further peculiarities.

Underlying
IMCD N.V.

IMCD Group is a specialty chemicals group based in the Netherlands. Co. is engaged in the sale, marketing and distribution of specialty chemicals and food ingredients globally. Co.'s business groups are Detergents, Pharma, Personal Care, Coatings, Food & Nutrition, Lubricants, Synthesis, Plastics and others. Co.'s product offering includes additives, antioxidants, extracts, preservatives, acids, lubricants, oils, softeners, wax, components for oral, topical and vaccine drug formulations, fragrances, pigments, solvents, resins, flavors, herbs and spices, surface active agents, and fillers, among others. Co. maintains offices and warehouses in Europe, Asia Pacific, Africa, the USA and Brazil.

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