Vidrala – AGM 3 July 2020
In item 3, it is proposed to distribute a final dividend of €0.3209 for a total of €1.1639 per share. In light of COVID-19, ECGS recommends that companies postpone decisions regarding dividend distribution so to avoid liquidity and financial risks. Hence, we recommend that shareholders oppose this resolution. However, in item 7, the Board asks for a one-year authorisation to increase the capital in order to distribute a scrip dividend of one share per 20 already held. We recommend approval.
ECGS has serious concerns over the independence of the Board, 18.2% as per our guidelines (27.3% according to Vidrala). Therefore, we oppose the re-elections of proprietary Director Mr. Errandonea in item 10 and of other external Director Ms. Urigüen in item 11.
In item 12, shareholders are called on an advisory Board on the 2019 Directors'Remuneration Report. No concerns arise over non-executive compensation. However, we strongly regret that the Company does not dislose the level of achievement of targets used to calculate variable remuneration for the Chairman. Also considering that remuneration awarded in 2019 did not include any long-term variable component, we recommend opposition.
Vidrala SA is a Spain-based company principally engaged in the glass industry. The Company operates through two segments: Spain and European Union. The Company's activities include the production, distribution and sale of glass bottles and containers used in the food and beverages industries. The Company conducts its own research and development (R&D) operations. It operates production plants and melting furnaces located in such countries, as Portugal, France, Belgium and Italy. The Company owns such subsidiaries as Crisnova Vidrio SA, Inverbeira Sociedad de Promocion de Empresas SA, Gallo Vidro SA, Castellar Vidrio SA, Corsico Vetro SRL, MD Verre SA, Omega Immobiliere et Financiere SA, Investverre SA and CD Verre SA.
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