AIM & remuneration disclosure: still room for improvement

AIM & remuneration disclosure: still room for improvement Unlike their main market peers, AIM companies are not obliged to follow the detailed legislation surrounding executive pay practice. After AIM Rule 26 was changed in March 2018, they now just have to disclose which governance code they follow. For many, that will be the QCA Governance […]

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UK External Board Evaluation

Board evaluation: new research identifies opacity and market concentration concerns Board evaluation, if done correctly, provides a vital tool for directors to strengthen board effectiveness. It provides an opportunity for boards to review its skills and experience; its composition and processes; and its activities and behaviours. Whether conducted internally or externally, regular board evaluations is […]

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Sage Group: New remuneration policy in response to strategy focus

Sage Group: pensions down, shareholdings up FTSE 100-listed accountancy software provider Sage Group plc holds its 2019 AGM on 27 February at which a new remuneration policy will be put to the shareholder vote. The policy was last approved at the 2016 AGM and received 97% shareholder support. Sage’s Remuneration Committee has highlighted three key […]

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Board chair tenure – how will companies respond? FTSE 250-listed food retail company SSP Group holds its AGM on 21 Feb 2019 and shareholders may have noticed that the board chair, Vagn Sørensen has served on the Board since June 2006. The new UK Corporate Governance Code, however, states that the chair should not serve […]

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Women on FTSE 350 boards still to hit 33% target

Board Diversity: SEC Clarifies Reg S-K Disclosures The staff of the US Securities and Exchange Commission (SEC) has issued two new Compliance & Disclosure Interpretations (116.11 & 133.13) focussing on how companies should consider board diversity in their Regulation S-K disclosures. The interpretations clarify when “self-identified diversity attributes” of directors and director nominees should be disclosed in […]

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SEC Securities & Exchange Commission

As the SEC returns to work after the shutdown, Commission chairman, Jay Clayton has started to lay out his departments work for the coming year. During a conference call with the Investor Advisory Committee, (Thurs 6 Feb 19) Clayton announced that fellow Commissioner Elad L Roisman has agreed to take on the proxy plumbing brief. […]

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TUI AG: shareholders will note deviations from certain UK good governance practices

TUI AG: Board view deviations from UK governance practice as necessary TUI AG holds its 2019 AGM on 12 February and shareholders will note deviations from certain UK good governance practices. This is due to TUI having a primary listing on both the German Stock Exchange and the London Stock Exchange. TUI states that while […]

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FCA logo

FRC and FCA target new, rigorous stewardship regime, SRDII implementation begins, ESG resourcing questioned In the latest round of consultations and discussion documents, the UK’s governance and financial markets regulators have laid out their “substantially higher expectations for investor stewardship policy and practice.” Having engaged with 170 members of the investment community, the FRC’s proposed Code […]

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Pensions Lifetime Savings Association PLSA governance

PLSA Annual Voting Review 2018 As the 2019 AGM season approaches, the UK’s asset owner membership body, the PLSA has published its annual AGM Review. The report, which draws heavily on Minerva’s voting results and research data, highlights some of the key themes and developments from 2018’s voting season, as well as looking at long […]

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Compass Group AGM: 37% dissent on “overboard” NED

Compass Group AGM: 37% dissent on “overboard” NED At FTSE 100-listed Compass Group’s 2018 AGM significant shareholder dissent of 37% was recorded on the re-election of non-executive Ireena Vittal. The dissent was due to ‘overboarding’ concerns, that is concerns that Vittal held too many other directorships such that she could not devote sufficient time to […]

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