RSA Insurance Group – AGM 7 May 2020
Important information in relation to COVID-19
In light of the ongoing impact of COVID-19 and following the latest Governmental rules and guidelines issued on 16 April 2020, the Board has decided to move the AGM to the Company¶s registered office. The physical meeting will be closed to shareholders. Shareholders attempting to attend the physical AGM will regrettably be refused entry. Shareholders are invited to join the meeting by telephone, details of which can be found in the Notice of AGM and on the AGM attendance card.
The AGM will be purely functional in format to comply with the relevant legal requirements. There will be no presentations and the telephone facility will only enable shareholders to listen to the AGM proceedings. Immediately after the formal AGM, the same telephone facility will be available to allow shareholders to ask questions of the Board. Alternatively, shareholders may ask a question related to the business of the AGM by sending an email to roup.com.
ITEM 3: Directors'Remuneration Report
The annual bonus for 2019 is at our 150% limit. However, the total variable remuneration was 381% of the base salary which is above our limit of 300% and performance shares granted at 231% of annual base salary exceeded our 150%. Furthermore, the base salary is higher than the comparison with the MSCI country and sector, as well as the total remuneration. Accordingly, we recommend to OPPOSE.
ITEM 18 : To increase the cap on Directors'fees
This resolution seeks shareholder approval to increase the limit on Directors'fees payable in any one year to £1,500,000 per annum. The Company's current articles of association contain a limit on the Company paying fees to Directors (other than Executive Directors) in excess of £1,250,000 per annum. Given that the fees on an individual level are above the median fees in both MSCI sector and country, as well as on an aggregate level, ECGS recommends to OPPOSE.
RSA Insurance Group is an international general insurer focused on selected regional markets. Through its subsidiaries and associates, Co. provides personal and commercial insurance products to its global customer base, principally in the U.K., Ireland, Middle East, Scandinavia and Canada. The principal activity of Co. is to hold investments in its subsidiaries and the receipt and payment of dividends.
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