The Chairman is responsible for ensuring that there is ongoing and effective communication with shareholders and that all directors are made aware of any major shareholders' issues or concerns.
If shareholders have any concerns, which the normal channels of communication to the Chief Executive Officer, the Chief Financial Officer or the Chairman have failed to resolve or for which contact is inappropriate, then the Senior Independent Director is available to address them. To that end, both the Chairman and the Senior Independent Director make themselves available, when requested, for meetings with shareholders on issues relating to the group's governance and strategy.
Shareholder engagement activities during 2015 included:
In July, we hosted a drinks reception for our major shareholders (representing a total of 20% of voting rights) to meet our new CEO. James Drummond will be available to meet with our private shareholders at our 2016 AGM.
Remuneration policy consultation
The consultation on proposed amendments to our remuneration policy was led by the remuneration committee chairman. The key themes and changes to our policy are discussed in greater detail in in the committee chairman's statement in our 2015 Annual Report and Accounts, and are summarised below:
- Remuneration linked to strategy: Especially, greater emphasis on linking annual bonus payouts to improved earnings;
- Simplified remuneration arrangements and reduction in quantum: In particular, the removal of the Co-Investment Plan (CIP) resulting in a reduced long-term incentive maximum total pay opportunity; and
- Shareholder alignment: To further align the interests of management with shareholders, we are doubling the executive directors' share ownership requirements from 100% of salary to 200% of salary and introducing malus and clawback for variable remuneration.
All shareholders holding 1.5% or more of our total voting rights, and together representing close to 60% of total voting rights, were consulted, and we were delighted to receive responses from 50% of those consulted. We also contacted three of the major proxy voting agencies and were grateful to receive feedback from two of them. The results of the consultation were discussed by the remuneration committee in October 2015, and the policy was updated to reflect the views of the respondents.
Analyst and investor meetings and presentations
Analyst and investor meetings and presentations are held following the release of our annual, half-year and interim results announcements, and are also streamed via a live webcast for those unable to attend in person. The presentations continue to be available on our website after broadcast.
Other shareholder meetings and correspondence
In 2015, 128 separate meetings and conference calls were held with existing and potential shareholders. This was higher than in 2014 when 87 separate meetings were held and driven by investor demand. These meetings were attended by either the Chief Executive Officer or the Chief Financial Officer or sometimes both. The meetings focused primarily on the group's trading operations and the implementation of the group's strategy. Where signiﬁcant views were expressed, either during or following the meeting via our brokers, these were recorded and circulated to all directors.
During the year, the Chairman of the board and the committee chairmen received correspondence from shareholders, institutional investors and proxy voting agencies which was then reviewed by the board and committees at their respective next meeting.
Capital Markets Day
Open communication with our investment community is a key priority. We organized a Capital Markets event on 19 November 2015, following the appointment of James Drummond as CEO, and this gave 45 of our shareholders, investors and advisers the opportunity to hear at first-hand our medium-term strategy development. James and Kevin Quinn (CFO) presented our operational and financial ambitions with break-out sessions facilitated by senior managers from each business line: Workwear, Facility, Hospitality and Healthcare.
Management team representatives from across Europe shared information about market growth opportunities, new products and services and strategic priorities.
Major shareholder dinner
In addition, on 26 November 2015 the Chairman hosted a dinner attended by five major shareholders who had the opportunity to meet and raise issues directly with the non-executive directors without the executives being present.
Topics discussed included:
- Integration of James Drummond as our new CEO;
- Setting of performance targets; and
- The general economic and political outlook.
The feedback received by the Chairman was very positive, with invitees expressing their appreciation of the dinner which provided an excellent opportunity for open dialogue and the sincere hope that this event will be repeated. We are pleased to confirm that our next shareholder dinner will be held on 1 November 2016.