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Germany: 2022 Proxy Season Review

Germany: 2022 Proxy Season Review

13 January 2023

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Morrow Sodali is pleased to present a video featuring Andrea Bischoff, Managing Director at Morrow Sodali, outlining the key findings from the 2022 proxy season in Germany as detailed in the recent Lighthouse Europe edition.

Findings include:
  • All but four DAX companies adopted the virtual-only format (90%, compared to 100% in 2021). The average free float ownership decreased from 82% in 2021 to 76% in 2022.
  • At the end of the 2022 AGM season, DAX boards are on average 85% independent, based on companies’ own assessments. 
  • 80% of company nominees were independent in the 2022 Proxy Season, returning to 2020 levels after a peak of 96% in 2021. The small downturn in the free float support was driven by concerns about independent nominees, but also doubts regarding the company’s independence classification in conjunction with the nominee’s envisioned board role.
  • Remarkably, the 2022 proxy season revealed a substantial increase in investors’ attention toward executive pensions. ISS flagged related concerns for 18 DAX issuers where the proxy advisor identified high awards compared to peers. Except for one incident, all remuneration-related negative ISS (eight out of nine) and GL (eleven out of twelve) recommendations, targeted remuneration reports, leading to a peak of respectively 16% and 23% of negative votingrecommendations for remuneration-related items (4% and 8% in 2021)
Read more about the voting trends relating to the remuneration policy and the remuneration report in the 2022 AGMs, along with in-depth analysis on Say on Climate, Gender diversity, E&S in the boardroom and investor insights Q&A with BNP Paribas Asset Management, Legal & General Investment Management (LGIM), and UBS.

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