To prevent any deterioration of shareholder rights linked to the revision of Swiss law on public limited companies, the Ethos Foundation is strengthening its voting guidelines for the 2023 annual general meeting (AGM) season. Ethos fears in particular a transfer of power from the AGM to the board of directors in connection with the introduction of the capital fluctuation margin, the fact that it will be more complicated for shareholders to include an item on the agenda of an AGM or the possibility for companies to organise exclusively virtual AGMs. Ethos is also strengthening its expectations in terms of climate reporting and concerning succession plans for boards of directors.
Carried out with the help of EthicsGrade, a UK-based company specialising in corporate digital responsibility ratings, this study examined the practices of the 48 largest listed companies in Switzerland (SMI Expanded). The results show that companies still lack transparency about their digital practices and that their degree of preparation for issues such as ethics in artificial intelligence are still in their early stages. Ethos and EthicsGrade have already planned to reconduct the study in 2022 and 2023.
The 21st edition of its proxy voting guidelines and corporate governance principles is an opportunity to strengthen the sustainability and diversity requirements of the Ethos Foundation. The criteria for approving a sustainability or a climate report submitted to shareholder approval have been detailed. In addition, the re-election of the chairperson of the sustainability committees of companies with high CO2 emissions whose transition plan is deemed unsatisfactory will be refused.
The bank has been hit by two financial scandals (Archegos Capital and Greensill) in recent week which have raised questions on its governance and risk management processes. As a shareholder and representative of numerous Swiss pension funds, Ethos has sent to the board of directors questions in relation with these recent cases.
Ethos published this Thursday the 20th edition of its voting guidelines and governance principles for the 2021 general meetings. Ethos asks the major emitters of greenhouse gases to publish and submit to shareholders' approval an annual report on their climate strategy and introduces new voting criteria into its guidelines.
At Credit Suisse Group’s annual general meeting to be held on 30 April 2020, Ethos recommends not to grant the discharge to the bank’s governing bodies, in light of the serious governance failings revealed by the surveillance of the bank’s former managers. Ethos also recommends to oppose the board and executive remuneration, as well as the re-election of the chairman of the board of directors. Finally, due to the economic uncertainties relative to the Covid-19 pandemic, Ethos recommends shareholders to forgo the payment of the dividend this year.
Meyer Burger: Ethos recommends not to approve the election of the representative of Sentis Capital at the extraordinary general meeting to be held on 30 October 2019
Ethos Foundation recommends to support the board of directors and not to approve the election of Mark Kerekes at the extraordinary general meeting to be held on 30 October. This meeting was convened by the group of shareholders led by Sentis Capital (owned by the Russian investor Petr Kondrashev) and other shareholders (together holding 11% of the company's capital) to elect their representative to the board of directors. Meyer Burger's board unanimously recommends that this election be rejected.
Ethos publishes an Engagement Paper that summarizes its five expectations regarding corporate tax responsibility of listed companies. Following recent cases of aggressive tax optimization practices of certain companies, institutional investors consider these practices to be major financial and reputational risks for companies and their shareholders
Since the entry into force of the Ordinance against excessive remuneration (the Minder initiative), the different votes on board and executive remuneration are the proposals most contested by the shareholders, which is reflected in a stabilisation of overall remuneration in SPI companies and a slight decrease in the largest listed companies.