Proxy Report - 16/05/2018
Our voting policy has been modified this year in order to support the nomination of nonindependent candidates should they demonstrate a commitment to improving governance at their companies (such as adherence to a public voting policy). Given that Fédéractive, in its capacity as main shareholder, has communicated a clear plan on how to pursue improvements in corporate governance at Seb, we recommend support for
the nomination of their representative on the Board (resolution 4).
The remuneration of executive directors suffers from extremely poor transparency, in particular due to the fact that bonus criteria weightings and achievement rates are not disclosed. The company’s practice of limiting long-term compensation to a fixed number of shares as opposed to a fixed percentage of base salary, is inherently inflationary as quantum has become directly proportional to increases in share price, and therefore excessive. Therefore, we do not support resolutions 7 to 9.
Lastly, concerning resolutions on capital increases, Proxinvest regrets that the company did not expressly exclude their use during a public offer period even though the amounts requested are within limits set out in our guidelines. We therefore recommend opposing resolutions 12 to 14.
SEB is engaged in the design, manufacture and marketing of cookware and small household appliances such as pressure cookers, irons, coffeemakers, deep fryers, toasters, kitchen utensils, breadmakers, mixers, blenders, bathroom scales, vacuum cleaners, fans, heaters, air conditioners and food processors. Co.'s products fall into eight categories: Home comfort, Home care, Food preparation, Linen care, Personal care business, Cookware, Electrical cooking and Beverage preparation. Co.'s brands are All-Clad, Krups, Lagostina, Moulinex, Rowenta, Tefal, Calor/Seb, T-fal/Mirro/WearEver/AirBake/Regal, Arno/ Panex//Rochedo/Penedo/Clock/Samurai/Imusa/Umco, Supor, AsiaVina and Maharaja Whiteline.
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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