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Expert Corporate Governance Service (ECGS)
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Pearson – AGM 24 April 2020

In general, Pearson is in compliance with the British regulations relating to the organization and procedures of the Annual General Meeting.

 

Under ITEM 14: The Company seeks shareholder approval of the Directors'Remuneration Policy. ECGS notes that the CEO's maximum variable remuneration (both short-term and long-term) could reach 530%, which exceeds our limit of 300% of the base salary. ECGS notes that the basic fee for the Chairman of the board for FY2020 will be £500,000, which is excessive. In addition, the previous Remuneration Policy was highly contested at the 2017 AGM and approved by only 68.8% of votes cast. Accordingly, we recommend to OPPOSE.

 

Under ITEM 17: The Company seeks shareholder approval to re-appoint PricewaterhouseCoopers as the company's external auditor for a further 1-year term. PricewaterhouseCoopers has been the company's external auditor since 1996 (24 years). Therefore, we cannot accept the re-election of PricewaterhouseCoopers and we recommend to OPPOSE.

Underlying
Pearson PLC

Pearson is engaged as a learning company. Co. provides content, assessment and digital services to schools, colleges and universities, as well as professional and vocational education to learners to help increase their skills and employability prospects. Co.'s content includes: Bug Club, a school phonics reading programme for children; and enVisionMATH2:0, a maths curriculum. Co.'s assessment includes its U.K. qualifications, which is an awarding body, offering both academic and vocational qualifications. Co.'s services include its online programme management, which partner with colleges and universities to extend the reach of their degree programmes by scaling online.

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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