Orsted - AGM 01 March 2021
We note 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.
Under ITEM 4, although not legally required in Denmark, the board of directors and the executive management seek discharge. Under our guidelines, we no longer approve discharge of the board of directors and/or executive management if there is no legal requirement for it. Since there is no such (legal) requirement in Denmark, we recommend to vote OPPOSE.
Under ITEM 7.1 approval is sought to amend Ørsted's remuneration policy. Under the amendment It is proposed to implement an indemnification scheme for members of the executive management (and board of directors). With regard to the (proposed) indemnification, we acknowledge that it is becoming increasingly difficult for companies to take out D&O liability insurances with a sufficient coverage at a reasonable premium in the Nordic countries. Although we (still) consider the indemnification requested to be rare in Denmark (some predecessors include Danske Bank A/S and Tryg A/S, for analogous reasons as presented above) it is not uncommon in the rest of continental Europe. Since we have no (major) concerns the proposed amendment in specific, we recommend to vote FOR.
Finally, under ITEM 9.2, it is proposed to re-appoint Mr. Thomas Thune Andersen as Chairman of the board of directors. Although he is considered independent, we have concerns over his aggregate time commitments. In view of the above concerns, we normally would have recommended opposition. However, considering that the proxy card does not permit this, we recommend abstention instead.
Orsted is a renewable energy company based in Denmark. Co. is engaged in developing a renewables portfolio based on competences in offshore wind, bioenergy, and energy solutions. Co. is active in deploying offshore wind and converting existing coal- and gas-fired power stations to sustainable biomass, providing a heat and power supply which is both green and flexible. Co. divides its operations into four businesses: Wind Power, Bioenergy & Thermal Power, and Distribution & Customer Solutions. The Bioenergy & Thermal Power and Distribution & Customer Solutions businesses jointly constitute Co.'s Danish utility business. Co. maintains activities primarily in Northwestern Europe.
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