Koninklijke KPN – AGM 15 April 2020
In general, Koninklijke KPN ("KPN") is in compliance with the Dutch regulations relating to the organisation and procedures of the Annual General Meeting.
Under ITEM 11 it is proposed to newly appoint Ms. Catherine Guillouard as Member of the supervisory board. Based on the available information, Ms. Guillouard would qualify as independent board member in accordance with provision 2.1.8 of the Dutch Corporate
Governance Code. On the other hand, ECGS has concerns over her aggregate time commitments. Ms. Guillouard is already serving as CEO of RATP group (executive position) and non-executive director of Airbus Group NV (listed). Taking her (proposed) appointment at KPN NV (listed) into consideration, the number of mandates held would exceed ECGS'guidelines. In view of concerns over aggregate time commitments, ECGS
recommends to vote OPPOSE.
Under ITEM 13 approval is sought for the Company's remuneration policy. The maximum variable compensation, corresponding to 405% of annual base salary (135% ST and 270% LT), is in excess of ECGS' guidelines. ECGS therefore recommends to vote OPPOSE.
There are no further peculiarities.
Koninklijke KPN is an integrated information and communications technology service provider. Co. provides its consumer customers data broadband services, IPTV services, mobile (voice, data and SMS) and fixed line telephony. Co. provides its business customers broadband services, mobile, fixed line and data services. Co. operates in the following segments: Consumer Mobile, which provides mobile services and products; Consumer Residential, which provides services in and around the house; Business, which provides fixed and mobile telephony services; NetCo, which includes fixed wholesale services; Belgium, which provides mobile telephony; and iBasis, which provides wholesale network services.
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