NMC Health - AGM 05 December 2019
The Company called the general meeting under short notice authority. The notice of meeting was released only16 days before. However, the intention to call the meeting was announced on 22 August 2019.
There are two items on the agenda: a share buy-back programme and the Directors' remuneration policy. None of these points justify the use of short-term notice.
tem 1: NMC Health seeks approval of a new share buy-back. The Company has an acceptable ability to generate cash flows and debt burden enabling it to comfortably finance the dividends and share buybacks. However, the EPS performance metric is used as one of two LTI performance conditions (50%/50%) and NMC Health only states that it 'may' adjust the measure in case of share cancellation.
Item 2: the proposed remuneration policy missed the general level of information practiced in the UK market. We have mitigated opinion on the policy. On one hand, the Company's performance is exceptional with an acceptable level of remuneration, but on the other hand, we have an excessive variable remuneration (up to 550% of salary in exceptionnal circumstances).
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