Credit Suisse Group AG
Ticker: CSGN
Meeting date: 29/04/2022
Meeting type: Annual
| Proposal | Mgt rec | Vote | |
|---|---|---|---|
| Management proposals | |||
| 1.1 | Proposal Approve Remuneration Report | Mgt rec For | Vote For |
| 1.2 | Proposal Accept Financial Statements and Statutory Reports | Mgt rec For | Vote For |
| 2.1 | Proposal Approve Discharge of Board and Senior Management for Fiscal Year 2020, excluding the Supply Chain Finance Matter Vote rationale: Shareholders should have the right to seek changes to the board when it does not act in their best interest. We will consider whether the board has failed to act on material requests from shareholders, sought to circumvent shareholder proposals or implemented governance changes limiting shareholders’ rights without their approval. When voting on a proposal to discharge the board of responsibilities, we will consider whether any information raises reasonable doubt about the board’s actions. We will also take into considerations unsatisfactory financial and strategic performance, mismanaged risk-taking, unacceptable treatment of stakeholders or undesired environmental or social outcomes from company operations. Global Voting Guidelines | Mgt rec For | Vote Against |
| 2.2 | Proposal Approve Discharge of Board and Senior Management for Fiscal Year 2021, excluding the Supply Chain Finance Matter | Mgt rec For | Vote For |
| 3 | Proposal Approve Allocation of Income and Dividends of CHF 0.10 per Share | Mgt rec For | Vote For |
| 4 | Proposal Approve Creation of CHF 5 Million Pool of Authorized Capital with or without Exclusion of Preemptive Rights | Mgt rec For | Vote For |
| 5.1.a | Proposal Elect Axel Lehmann as Director and Board Chair | Mgt rec For | Vote For |
| 5.1.b | Proposal Reelect Iris Bohnet as Director | Mgt rec For | Vote For |
| 5.1.c | Proposal Reelect Clare Brady as Director | Mgt rec For | Vote For |
| 5.1.d | Proposal Reelect Christian Gellerstad as Director | Mgt rec For | Vote For |
| 5.1.e | Proposal Reelect Michael Klein as Director | Mgt rec For | Vote For |
| 5.1.f | Proposal Reelect Shan Li as Director | Mgt rec For | Vote For |
| 5.1.g | Proposal Reelect Seraina Macia as Director | Mgt rec For | Vote For |
| 5.1.h | Proposal Reelect Blythe Masters as Director | Mgt rec For | Vote For |
| 5.1.i | Proposal Reelect Richard Meddings as Director | Mgt rec For | Vote For |
| 5.1.j | Proposal Reelect Ana Pessoa as Director | Mgt rec For | Vote For |
| 5.1.k | Proposal Elect Mirko Bianchi as Director | Mgt rec For | Vote For |
| 5.1.l | Proposal Elect Keyu Jin as Director | Mgt rec For | Vote For |
| 5.1.m | Proposal Elect Amanda Norton as Director | Mgt rec For | Vote For |
| 5.2.1 | Proposal Reappoint Iris Bohnet as Member of the Compensation Committee | Mgt rec For | Vote For |
| 5.2.2 | Proposal Reappoint Christian Gellerstad as Member of the Compensation Committee | Mgt rec For | Vote For |
| 5.2.3 | Proposal Reappoint Michael Klein as Member of the Compensation Committee | Mgt rec For | Vote For |
| 5.2.4 | Proposal Appoint Shan Li as Member of the Compensation Committee | Mgt rec For | Vote For |
| 5.2.5 | Proposal Appoint Amanda Norton as Member of the Compensation Committee | Mgt rec For | Vote For |
| 6.1 | Proposal Approve Remuneration of Directors in the Amount of CHF 13 Million | Mgt rec For | Vote For |
| 6.2.1 | Proposal Approve Short-Term Variable Remuneration of Executive Committee in the Amount of CHF 8.6 Million | Mgt rec For | Vote For |
| 6.2.2 | Proposal Approve Fixed Remuneration of Executive Committee in the Amount of CHF 34 Million | Mgt rec For | Vote For |
| 6.2.3 | Proposal Approve Share-Based Replacement Awards for New Members of the Executive Committee in the Amount of CHF 12.1 Million | Mgt rec For | Vote For |
| 7.1 | Proposal Ratify PricewaterhouseCoopers AG as Auditors | Mgt rec For | Vote For |
| 7.2 | Proposal Ratify BDO AG as Special Auditors | Mgt rec For | Vote For |
| 7.3 | Proposal Designate Keller KLG as Independent Proxy | Mgt rec For | Vote For |
| Shareholder proposals | |||
| 8 | Proposal Approve Special Audit Vote rationale: The board should account for material sustainability risks facing the company, and the broader environmental and social consequences of its operations and products. Sustainability disclosures should be aligned with applicable global reporting standards and frameworks to support investors in their analysis of risks and opportunities. Where a company’s disclosure does not meet our needs as a financial investor, we will consider supporting a well-founded shareholder proposal calling for reasonable disclosure. We will not support a shareholder proposal that appears to impose a strategy or prescribe detailed methods, unrealistic timeframes or targets for implementation. Global Voting Guidelines Corporate sustainability reporting | Mgt rec Against | Vote For |
| 9 | Proposal Amend Articles Re: Climate Change Strategy and Disclosures | Mgt rec Against | Vote Against |
| Management proposals | |||
| 10.1 | Proposal Additional Voting Instructions - Shareholder Proposals (Voting) | Mgt rec Against | Vote Against |
| 10.2 | Proposal Additional Voting Instructions - Board of Directors Proposals (Voting) Vote rationale: We will not support an agenda item if the information disclosed is insufficient to make an informed decision. Global Voting Guidelines | Mgt rec For | Vote Against |
Disclaimer
This page contains certain information as to the voting intentions of Norges Bank in its role as manager of the Government Pension Fund Global. This disclosure is provided to promote transparency as to Norges Bank’s engagement with investee companies, and in view of its approach to responsible investing. Norges Bank’s voting intention is an internal decision and has not been agreed with any third party. Please note the following:
- This disclosure is provided for information purposes only. It does not constitute advice and should not be taken as a recommendation or an instruction on any matter, including whether any relevant third party should buy, sell or retain shares, or how any third party should exercise any voting rights they may have. Any person who wishes to obtain advice should seek this from a professional adviser. This disclosure is not a proxy solicitation and is not intended to influence the vote of other shareholders.
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