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highlights from Georgeson’s 2022
European AGM Season Review and below for the Europe highlight.
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Among FTSE 100 companies, approximately 6% of all AGM resolutions received 10% or more shareholder opposition, with director elections accounting for more than 40% of these contested resolutions. Only 4 and a half percent of director election votes were contested though, compared to 19% of remuneration report votes and 36% of remuneration policy votes.
UNITED KINGDOM
Director Elections Account for 40% of Contested Resolutions
2022 European AGM Season Review Covering Major Markets Across the Continent
The most commonly contested proposals at CAC 40 company AGMs were remuneration-related resolutions, where 21.7% of the resolutions received at least 10% shareholder opposition. However, there was an increase in the level of support for CEO remuneration report votes, which was 89.6% on average in 2022, compared to 87.9% in 2021).
FRANCE
Remuneration-Related Resolutions Contested While Remuneration Report Votes Increase
Among AEX and AMX companies, approximately a tenth of all AGM resolutions received 10% or more shareholder opposition, with remuneration reports receiving the most opposition (45% received 10% or more opposition, up from 36% in 2021).
NETHERLANDS
Remuneration Reports Receive the Most Opposition
Approximately 13% of all resolutions put forth at SMI company AGMs received 10% or more shareholder opposition. Over a third of these contested resolutions were director election votes – only 9% of those votes were considered to be contested though. 39% of remuneration reports received at least 10% opposition.
SWITZERLAND
Director Election Votes and Remuneration Reports Contested
Among IBEX 35 companies, approximately a tenth of all AGM resolutions received 10% or more shareholder opposition. Director election resolutions accounted for over a third of these contested votes. However, only 13% of director elections received 10% or more opposition. At the same time, half of remuneration report votes and 45% of remuneration policies were contested.
SPAIN
Director Election Resolutions Account for a Third of Contested Votes
Approximately 16% of all BEL 20 company AGM resolutions in the index received 10% or more shareholder opposition. 61% of remuneration report votes received at least this much opposition, making it the resolution type with the highest share of contested votes.
BELGIUM
Remuneration Report Votes Receive Highest Share of Contested Votes
Approximately a fifth of all resolutions put forth by FTSE MIB company AGMs received 10% or more shareholder opposition. The most contested resolution type was the approval of the remuneration policy, with 41% of those policies receiving 10% or more opposition (despite the share of contested remuneration policy votes dropping each year since 2018).
ITALY
Remuneration Policy the Most Contested Resolution Type
In the second year of Say on Climate advisory votes, we saw more resolutions overall with declining average support. In the 2022 AGM season, 36 European companies, primarily in the UK and France, put forward Say on Climate proposals. This is a significant increase from 2021, the first time we saw board-sponsored climate votes in Europe. Despite this increase, average support for these resolutions dropped from 97% in 2021, to 89% in 2022, with several companies receiving less than 80% support. ISS and Glass Lewis also opposed more resolutions in 2022 than in 2021.
EUROPE
Say on Climate Resolution Volume Increases While Support Decreases
Approximately a tenth of all resolutions put forth at DAX company AGMs received 10% or more shareholder opposition. More than a third of these contested resolutions were remuneration report votes. Because this was the first year that remuneration report votes were mandated by the Kodex, all companies put forward votes to shareholders. 54% of these votes received over 10% opposition.
GERMANY
A Third of Contested Resolutions Related to Remuneration Report Votes
