Expert Corporate Governance Service (ECGS)
EUR 500.00 For Business Accounts Only

Johnson Matthey, 17 July 2019

Item 2: Approve the Remuneration Report The structure is satisfactory, though the maximum bonus exceeds guidelines and accelerated vesting is possible. While the quantum is not excessive, the payout is not adequately aligned with performance as two metrics used for the STI paid out in full despite having been at or below target performance. The LTI is overly reliant on a single performance criterion, EPS. Over-reliance on EPS could result in management making decisions to maximize profits for the short term, often at the expense of long term shareholder value. EPS can be positively influenced through share buybacks, fluctuations in foreign exchange, or amendments made to accounting rules & regulations. Accordingly, we recommend that shareholders oppose this resolution.

Item 21: Approve the new Articles of AssociationAmong other changes, the amendments will allow the directors to determine the method of dividend payment with no restrictions. For this reason, we recommend shareholders oppose.

Johnson Matthey PLC

Johnson Matthey is a provider of sustainable technologies. Co. operates in five divisions: Emission Control Technologies, a manufacturer of catalysts and catalyst systems that enable clean air; Process Technologies, a supplier of catalysts, licensing technologies and other services to the syngas, oleo/biochemical, petrochemical, oil refining and gas processing industries; Precious Metal Products, which include management, distribution, refining and recycling of precious metals, and fabricate products; Fine Chemicals, a supplier of active pharmaceutical ingredients and custom services for pharmaceutical customers; and New Business, which focuses on additional areas of potential growth.


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