Ethos is very satisfied that an overall agreement has been signed between the board of directors of Sika, the Burkard family and Saint-Gobain to the benefit of all parties concerned and that safeguards the independence of the company. As an accessory party alongside the board of directors in the legal procedure opposing the company to the Burkard family, Ethos Foundation has always supported the efforts to maintain the independence of Sika. Ethos welcomes the decision of the board of directors to call an extraordinary general meeting on the 11th of June 2018 that will establish the equal treatment of all shareholders.
Credit Suisse: Ethos expects improvements in the bank’s governance and corporate social responsibility
Ethos CEO Vincent Kaufmann is delivering a statement at the Credit Suisse annual general meeting today recommending that shareholders vote against the board’s proposals regarding board and executive remuneration and against the re-election of the chairman of the board. Ethos also asks that the board re-inforces its corporate social responsibility.
Ethos Foundation publishes the 17th edition of its proxy voting guidelines and corporate governance principles. The 2018 edition specifies the expectations of Ethos for approval of the remuneration reports of listed companies. In particular, Ethos expects companies to increase transparency as to the variable remunerations which were paid out upon vesting of the grants at the end of the performance period.
Increase in shareholder opposition in 2017: This is the conclusion of Ethos’ annual study on the general meetings, executive remuneration and corporate governance of companies listed in Switzerland. Overall, 14% of the resolutions received less than 90% support from shareholders, compared to 12% last year. The shareholders were particularly critical when voting on the remuneration of the board and management. In parallel to the publication of its study, Ethos also communicates its expectations for the draft revision of company law which is currently being discussed in Parliament.
SIX Swiss Exchange has launched a consultation on a new provision of its Corporate Governance Directive. The consultation deals with the obligation of listed companies to publish the names of the proxy advisors to whom they have entrusted services other than proxy voting advice. In such a case, the fees paid to these proxy advisors must also be disclosed. Ethos supports this new provision which aims at reigning in conflicts of interest of certain proxy advisors.
In parallel to the 2017 general assembly season, Ethos publishes on its website a page dedicated to the remuneration of the chairmen and CEO of the 20 most important Swiss companies for the year 2016.
Sika Annual General Meeting: Ethos renews its support to the board members not linked to the Burkard family
At the annual general meeting of Sika to be held on 11 April 2017, the Ethos Foundation recommends to support the reelection of the 6 board members not tied to the Burkard family. Those directors have demonstrated for more than two years their commitment in maintaining Sika’s independence against the hostile takeover by Saint-Gobain. Ethos however recommends not to grant the discharge and not reelect the three board members representing the Burkard family (Urs Burkard, Willi Leimer, Jürgen Tinggren). In addition, Ethos recommends to not newly elect Dr. Jacques Bischoff, a representative of SWH, whose candidacy to the board was submitted by the Burkard family after the deadline for inclusion in the AGM agenda.
In the follow-up to its 20th anniversary, the Ethos Foundation launches a new stock exchange index dedicated to corporate governance at Swiss companies. In collaboration with the Swiss Stock Exchange (SIX Swiss Exchange), Ethos publishes the "Ethos Swiss Corporate Governance Index" (ESCGI) which takes into account the main corporate governance best practice criteria in order to define the weight of the different constituents. This is the first index of this type on the Swiss stock market. The index allows investors to reduce the weight of companies that entail a corporate governance risk.