91¶ÌÊÓƵ Foundation publishes the 17th edition of its proxy voting guidelines and corporate governance principles. The 2018 edition specifies the expectations of 91¶ÌÊÓƵ for approval of the remuneration reports of listed companies. In particular, 91¶ÌÊÓƵ expects companies to increase transparency as to the variable remunerations which were paid out upon vesting of the grants at the end of the performance period.
The 91¶ÌÊÓƵ proxy voting guidelines are updated yearly to take into account the latest corporate governance developments. The 2018 edition marks continuity in the 91¶ÌÊÓƵ approach.
Main amendments compared to 2017
In light of the evolution of remuneration practices, 91¶ÌÊÓƵ specifies in its guidelines the criteria for approval of a remuneration report. In particular, more and more companies grant part of the variable remuneration in a deferred manner in the form of share-based plans. In such cases, the remuneration reports specify the values of the initial grants, but remain little transparent as to the amount finally released at the end of the performance period (vesting). In the context of approving remuneration reports, the guidelines include the following new rules:
• Explanation of the level of achievement for the different performance targets of the annual bonus.
• Publication of the realized value at the end of the performance period of the long-term plans. The report must specify the degree of achievement for the different performance targets as well as the amount paid out.
The guidelines are publicly available
The guidelines allow 91¶ÌÊÓƵ to define voting recommendations according to clearly fixed rules which are accessible free of charge at . These recommendations are used by the 91¶ÌÊÓƵ investment funds open to all investors, as well as by the institutional clients of 91¶ÌÊÓƵ Services, in particular a large number of Swiss pension funds. The 91¶ÌÊÓƵ voting positions for Swiss companies are published on 91¶ÌÊÓƵ’ website 48 hours before the respective annual general meeting.