Phitrust has submitted three written questions for the Sodexo General Meeting of the 23rd January of 2018.
1. CEO Michel Landel, 66, has left his position after a 35-year career at Sodexo. He is entitled to a non-competition clause submitted to shareholder’s approval. This attribution does not comply with the AFEP/MEDEF Code of Governance as it appears to be a form of retirement compensation. Why does the company consider such a payment to be a non-competition clause ?
2. The company has signed a regulated agreement with Bellon SA (related party) for the provision of services over 5 years. Approval over such a long period of time does not appear to be prudent given changes in the legal and tax regimes that may occur in the interim. Furthermore, it precludes shareholders from regularly approving an agreement with potential conflicts of interest. We request that the company clarify how approval over a period of 5 years is beneficial to shareholders.
3. The compensation policy for incoming CEO Denis Machel fails to disclose his base salary for the next fiscal year. This is not in line with the “Sapin 2 Law”, which states that all the compensation elements must be disclosed and approved by the General Meeting. This is not acceptable, especially given that the variable elements depend on the base salary. We urge the company to be more transparent regarding its remuneration practices.
Phitrust hopes that Sodexo’s Board will be forthcoming with answers to these questions. Modifying the above points prior to the General Meeting would be in the best interest of shareholders.
NB:
Proxinvest chairs the technical committee of the Phitrust Active Investors Fund.
Phitrust Active Investors France is a French Engagement mutual fund based in Paris.
To access the Proxinvest/ECGS report on the Sodexo General Meeting, please click here.
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