During the first six months of 2004, the Pension Fund used its voting rights at seventeen of the eighteen general meetings of shareholders of the companies monitored under the Pension Fund’s corporate governance policy. With three exceptions, the Pension Fund’s votes were cast ‘remotely’. The exceptions concerned two companies in which the Pension Fund holds an interest higher than 5 per cent, i.e. Beter Bed and Crown van Gelder; in which cases the Pension Fund attended the general meetings itself. The third exception concerned a company in which holders of depositary receipts cannot vote by proxy; in which case no votes were cast. In nearly every case, the Pension Fund voted in favour of the resolutions proposed by the company. |
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In five cases the Pension Fund voted against the proposals or abstained because the proposals failed to comply with the criteria set out in the corporate governance policy. This particularly concerned an inordinately far-reaching authorisation to issue new shares, an inadequately independent composition of the group of non-executive directors and an instance of cumulation of antitakeover measures. In several cases, there was also cause to contact the board of management outside the general shareholders’ meeting to obtain more information or to voice a specific concern. So the Pension Fund used its right to vote at the general meetings of seventeen companies, ten of which are located in the Netherlands. 5th August 2004 |