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

JC Decaux – AGM 14 May 2020

Press release of 25/3/20 ():

- Cancellation of dividend

- withdrawal of 2020 targets

ITEM 14: Once again this year, the company has shown a blatant lack of transparency on the 2020 remuneration of the members of the Management Board. Indeed, it is one of the very few SBF 120 companies that do not disclose the amounts that will be allocated for 2020. This prevents the shareholder from having a clear vision of the remuneration policy proposed to the vote. It is imperative that the board proposes a clear executive compensation policy and the only way for shareholders to force the board to propose a revised compensation policy is to reject resolution 14. We therefore recommend opposition to that resolution. It is imperative that the board proposes a clear executive compensation policy and the only way for shareholders to force the board to propose a revised compensation policy is to reject resolution 14. We therefore recommend opposition to that resolution.

ITEM 30: The Company proposes to transform itself into a European Company. ECGS is not convinced by the company's arguments because this transformation does not bring anything and the company remains an international group of French origin, France remaining by far its main country of implantation in Europe. Even if the company does not seem to envisage this in the short term, we cannot recommend ending the ban on transferring the registered office to a foreign EU member state because the level of shareholder protection is not the same in all EU countries. Similarly, the adoption of the European Company Statute could prove risky for shareholders' rights in the likely event of a change in European law in the future. Finally, in European Companies with their registered office in France, the articles of association must provide for rules relating to regulated agreements similar to French companies (Article L229-7 of the French Commercial Code), which is not exactly the case here.

Underlying
JCDecaux SA

JC Decaux specializes in outdoor advertising. Co.'s business mainly consists of the sale of advertising space for these activities: Street Furniture, Transport Advertising and Billboard. The Street Furniture segment covers the advertising agreements relating to public property entered into with cities and local authorities. It also includes advertising in shopping centers, renting of street furniture, sale and rental of equipment, cleaning and maintenance. The Transport Advertising segment covers advertising in airports, subways, buses, tramways and trains. The Billboard segment covers advertising on private property and neon-type activity.

Provider
Proxinvest
Proxinvest

Founded in 1995, Proxinvest is an independent proxy firm supporting the engagement and proxy analysis processes of investors. Proxinvest mission is to analyse corporate governance practices and resolutions proposed at general meetings of listed firms.

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Expert Corporate Governance Service (ECGS)

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