Credit Suisse Group AG
Ticker: CSGN
Meeting date: 30/04/2021
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| 2 | Proposal Approve Discharge of Board and Senior Management [Item Withdrawn] | Mgt rec None | Vote Abstain |
| 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 Capital without Preemptive Rights | Mgt rec For | Vote For |
| 5.1.a | Proposal Elect Antonio Horta-Osorio as Director and Board Chairman | Mgt rec For | Vote For |
| 5.1.b | Proposal Reelect Iris Bohnet as Director | Mgt rec For | Vote For |
| 5.1.c | Proposal Reelect Christian Gellerstad as Director | Mgt rec For | Vote For |
| 5.1.d | Proposal Reelect Andreas Gottschling as Director 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 |
| 5.1.e | Proposal Reelect Michael Klein as Director 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 |
| 5.1.f | Proposal Reelect Shan Li as Director 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 |
| 5.1.g | Proposal Reelect Seraina Macia as Director 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 |
| 5.1.h | Proposal Reelect Richard Meddings as Director 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 |
| 5.1.i | Proposal Reelect Kai Nargolwala 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 Reelect Severin Schwan as Director 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 |
| 5.1.l | Proposal Elect Clare Brady as Director | Mgt rec For | Vote For |
| 5.1.m | Proposal Elect Blythe Masters 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 Reappoint Kai Nargolwala as Member of the Compensation Committee | Mgt rec For | Vote For |
| 5.2.5 | Proposal Appoint Blythe Masters as Member of the Compensation Committee | Mgt rec For | Vote For |
| 6.1 | Proposal Approve Remuneration of Directors in the Amount of CHF 12 Million | Mgt rec For | Vote For |
| 6.2.1 | Proposal Approve Short-Term Variable Remuneration of Executive Committee in the Amount of CHF 15.7 Million [Item Withdrawn] | Mgt rec None | Vote Abstain |
| 6.2.2 | Proposal Approve Fixed Remuneration of Executive Committee in the Amount of CHF 31 Million | Mgt rec For | Vote For |
| 6.2.3 | Proposal Approve Long-Term Variable Remuneration of Executive Committee in the Amount of CHF 25.1 Million [Item Withdrawn] | Mgt rec None | Vote Abstain |
| 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 |
| 8.1 | Proposal Additional Voting Instructions - Shareholder Proposals (Voting) | Mgt rec Against | Vote Against |
| 8.2 | 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:
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