In general, Copenhagen Airport ("CPH") is in compliance with the Danish regulations relating to organisation and procedures of the Annual General Meeting.
Under ITEM 4, the Board of Directors proposes to distribute a total dividend of DKK 140.83 per share, corresponding to 100% of EPS. ECGS notes that over the past 6 years 100% of net income has been distributed to the Company's shareholders, and dividend distributions were not fully covered by Free Cash Flow. In ECGS' view this is not a sustainable dividend policy and it therefore recommends to vote OPPOSE.
Under ITEM 5.a, it is proposed to re-appoint Mr. Lars Nørby Johansen as Chairman of the Board of Directors. Mr. Nørby Johansen also chairs the Chairmanship, which is responsible for the tasks of a Nominations Committee. ECGS has concerns over the level of female representation on the Board and, based on its guidelines, the (re-)election of the Chairman of the Nominations Committee is the most appropriate agenda item to express such concerns. Therefore, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
Under ITEM 6, shareholders are called to a binding vote on the remuneration policy. The aggregate executive compensation is fairly moderate (DKK 12.7 million in 2018, equal to approximately EUR 1.7 million), but we strongly regret that the Company does not disclose individual remuneration paid to the CEO and the performance metrics used to calculate the annual and long-term incentives. Therefore, ECGS recommends to vote OPPOSE.
Under ITEM 8, the Board of Directors proposes to re-appoint PricewaterhouseCoopers as the Companyns statutory auditor. In light of the substantial amount of non-audit related fees (67% of audit fees on an aggregate 3-year period), and the excessive tenure of the auditor (24 years), ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
Kobenhavns Lufthavne owns and operates the airports at Copenhagen and Roskilde. Co. makes its infrastructure, buildings and service facilities available to companies that have business operations at the airport. Co.'s activities are divided into three business segments: Aeronautical, Non-aeronautical and International. The Aeronautical business comprises the operations and facilities which the airports make available so that airlines can operate their flights. The Non-aeronautical business comprises the facilities and services provided at the airports to passengers and others. The International business comprises the consulting services to associated companies and other airports.
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In general, Copenhagen Airport ("CPH") is in compliance with the Danish regulations relating to organisation and procedures of the Extraordinary General Meeting.Under ITEM 1, it is proposed to newly appoint Mr. Weuder as Vice Chairman of the board of directors. Mr. Weuder is not considered independent as he is a representative of ATP, which indirectly is a major shareholder of the Company. Although ECGS notes a lack of independent representation on the board, it supports the appointment of significant shareholder representatives as long as no shareholder is over-represented or controls the boa...
Ford Equity International Research Reports cover 60 countries with over 30,000 stocks traded on international exchanges. A proprietary quantitative system compares each company to its peers on proven measures of business value, growth characteristics, and investor behavior. Ford's three recommendation ratings buy, hold and sell, represent each stock’s return potential relative to its own country market.. The rating reports which are generated each week, include the fundamental details behind each recommendation and reflect the fundamental and price data as of the last trading day of the week...
ECGS notes that as a result of the Covid-19 pandemic the AGM will be held as an electronic meeting only. Consequently, it will not be possible to attend the AGM in person. In general, Prosus is in compliance with the Dutch regulations relating to the organization and procedures of the AGM. Under ITEM 2 an advisory vote on the Company’s executive remuneration report is requested. ECGS notes that the total variable salary granted in the year under review, corresponding to 1062% of annual base salary, exceeds the maximum threshold under its guidelines. Accordingly, ECGS recommends to vote OPPOS...
The general meeting is convened to approve a sale of Direct Energy, Centricans North American energy supply, services and trading business, to NRG Energy for $3.625 billion in cash (equivalent to approximately £2.85 billion) on a debt free, cash free basis. We agree that the proposed cash offer is reasonable considering the current market circumstances and the group’s needs in urgent action in light of the Covid-19 impact on earnings and unbearable indebtedness. The disposal of Direct Energy will simplify the group’s structure and will allow focusing on a new strategy enabling the transition t...
Le rapport spécial des commissaires aux comptes ne comporte aucune convention, ni nouvelle, ni ancienne. L'absence de conventions au rapport spécial est, sauf opéra on non signalée aux commissaires aux comptes, le signe d'une bonne autonomie du projet de l'entreprise et d'une meilleure intégrité économique du groupe, surtout pour un groupe familial (résolution 4). Proxinvest estime que le taux d'indépendance du Conseil est très insuﬃsant (23%). Notons toutefois qu'André Delion, membre libre de conﬂits d'intérêts potentiels, assure désormais la présidence du Conseil depuis le 22 août 2019.Quan...
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