Proxy Report - 19/04/2018
The Company refers to the AFEP-MEDEF Code of Corporate Governance and reports compliance with all the provisions of this code. In particular, the company applies the criterion of directors' term of office as a criterion of independence provided for by the AFEP-MEDEF Code (12 years) whereas it rejected it until now without any relevant justification. Louis Schweitzer and Baudoin Prot are concerned by this change which is important since Louis Schweitzer was vice-chairman and lead director. This is why Maryse Aulagnon has become the lead independent director.
Antoine Frérot is one of the many CEOs of the CAC 40 whose mandate renewal is requested this year. We regret strongly the combination of Chairman and CEO functions and the company’s stock performance and its environmental performance are more or less underwhelming. However, as expected by Proxinvest, many counter-powers exist and the company is a signatory of the Science-based Targets. Therefore, we recommend approval (resolution 8).
Given the transparency and reasonable amounts, Antoine Frérot's compensation for 2017 will be supported, as well as the compensation policy for 2018, which will now include a LTIP (resolutions 9 and 10). However, the renewal of severance payment is too generous to be approved (resolution 7).
The company renews numerous authorizations to increase capital. It made the effort to respect the thresholds recommended by Proxinvest and to exclude their use during public offer periods for most of them (resolutions 13 to 21).
During a meeting with directors of the company, Proxinvest ensured that the company was pursuing its legal proceedings in the context of the Olky Payment case even though it was not mentioned in the registration document.
We would like to note that the Qatar Investment Authority (QIA) is no longer a shareholder of the company.
Veolia Environnement provides environmental management services to public authorities, industrial and commercial services customers, and individuals worldwide. These services include the supply of water, the treatment and recovery of municipal or industrial effluent, waste collection, processing and recycling, the supply of heating and cooling services and the optimization of industrial processes. Co.'s business operations are conducted through three divisions, each specializing in a single business sector: Veolia Eau (Water), Veolia Energie (Dalkia, Energy Services) and Veolia Proprete (Environmental Services).
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