Report
Regulatory News:
Legrand’s (Paris:LR) Combined Ordinary and Extraordinary Meeting
of Shareholders took place on May 27, 2020, behind closed doors,
and was chaired by Gilles Schnepp, Chairman of the Board of
Directors.
I. Main voting results of the General Meeting of
Shareholders
All resolutions put forward by the Board of Directors were
approved with a large majority.
In particular, shareholders approved:
- The renewal of Isabelle Boccon-Gibod’s term of office as
director for a period of three years; Ms Boccon-Gibod is also a
member of the Audit Committee and a member of the Strategy and
Social Responsibility Committee;
- The renewal of Christel Bories’ term of office as
director for a period of three years; Ms Bories is also Chair of
the Strategy and Social Responsibility Committee and a member of
the Audit Committee;
- The renewal of Angeles Garcia-Poveda’s term of office as
director for a period of three years; Ms Garcia-Poveda will become
Chairwoman of the Board of Directors from July 1, 2020;
- The appointment of Benoît Coquart as director for a
period of three years;
- The amendment of article 9.2 of the Company’s Articles of
Association allowing the appointment of a second director
representing employees according to the appointment arrangements
described in the Company’s amended Articles of Association.
As a result, the Board consists of 11 independent directors1
including:
- eight independent directors, a proportion of 73%
- five women, a proportion of 45.5%, which exceeds the
minimum proportion of 40% set out in the French Commercial
Code;
- five nationalities: German, American, Spanish, French
and Italian.
As a result, the composition of the Board of Directors, whose
members have a varied and complementary range of skills, is in line
with industry best practices.
Shareholders in the meeting also approved the payment of a
dividend of €1.34 per share with respect to 20192. The ex-dividend
date will be June 1, 2020, and the dividend will be paid on June 3,
2020.
II. Responsible mobilization and outlook facing the world
health crisis
During the meeting, Chief Executive Officer Benoît Coquart
reminded the audience3 that Legrand was very early mobilized to
address the current global health crisis, the scale of which is
unprecedented. As part of those efforts, the Group has (i) ensured
the health and safety of its employees, (ii) continued to serve its
customers and (iii) quickly taken measures to help communities in
the countries in which it operates.
As a gesture of solidarity of the Group’s management team and
directors, Legrand has also announced reduction in the compensation
for the Chief Executive Officer and the whole management team,
along with a freeze on the Board’s compensation with respect to
2020.
Benoît Coquart moreover said that the Group’s performance showed
good resistance in the first quarter of 2020, while also stating
that:
- the current health crisis triggered a sharp deterioration in
the world economic outlook;
- the organic decline in sales recorded in the first quarter of
2020 was confirmed in April, when revenue fell 41% in the month
alone.
On this basis, Legrand anticipates a marked decline in sales in
the second quarter of 2020. Compared to the second quarter of 2020,
and subject to a favorable trend in the global health situation,
the second half of the year should see a sequential
improvement.
III. Solid 2019 integrated performance, fully in line with
the targets for the year and supported by a sustainable and
profitable value-creation model
Chief Financial Officer Franck Lemery then presented (i) the
Group’s integrated (financial and CSR1) performance in 2019, which
was fully in line with the targets for the year, (ii) value
creation between 2014 and 2019, (iii) the Group’s demanding,
long-term approach to CSR1 and its achievements in 2019 and (iv)
the main aspects of Legrand’s shareholder relations approach.
Benoît Coquart also presented Legrand’s model for creating value
in a sustainable and profitable way, driven by (i) long-term
megatrends, (ii) an extensive product range that accompanies users
in all types of buildings in accordance with the Group’s purpose,
(iii) the Group’s two growth drivers (organic growth and
acquisitions), which are strengthening its solid leadership
positions and (iv) numerous initiatives to improve performance
while maintaining a commitment to corporate responsibility that
contributes to the UN’s Sustainable Development Goals (SDGs).
Backed by careful management, this model creates value that is
shared fairly between all stakeholders over time.
IV. Appointment of Angeles Garcia-Poveda as Chairwoman of the
Board of Directors from July 1, 2020, governance and
compensation
Gilles Schnepp introduced changes to the Group’s governance and
in particular reminded shareholders about the decision taken by the
Board of Directors, based on his proposal, to appoint Angeles
Garcia-Poveda as Chairwoman of the Board of Directors from July 1,
20202. Gilles Schnepp then commented on the evolution in the
composition of the Board of Directors.
Angeles Garcia-Poveda, Lead Director and Chairwoman of the
Nominating and Governance Committee, then presented the activities
of the Board and its specialized committees, along with the process
for assessing the work done by the Board of Directors.
Angeles Garcia-Poveda, who also chairs the Compensation
Committee, reminded the audience of the decisions taken by the
Board on April 10 in relation to compensation, and then provided
details on the resolutions relating to corporate officers’
compensation on which shareholders were being invited to vote: (i)
compensation elements paid to Gilles Schnepp and Benoît Coquart
with respect to 2019 and (ii) compensation policies applicable to
the Chair of the Board of Directors, the directors and the Chief
Executive Officer with respect to 2020.
All presentations made in Combined Ordinary and Extraordinary
Meeting, including the voting results, and a full playback of the
meeting are available on the Legrand website: www.legrandgroup.com,
“INVESTORS AND SHAREHOLDERS/Shareholders’ meetings/2020 General
Meeting” section.
KEY FINANCIAL DATES:
- Ex-dividend date: June 1, 2020
- Dividend payment: June 3, 2020
- 2020 first-half results: July 31, 2020 “Quiet period1”
starts July 1, 2020
- 2020 nine-month results: November 5, 2020 “Quiet
period1” starts October 6, 2020
ABOUT LEGRAND Legrand is the global specialist in
electrical and digital building infrastructures. Its comprehensive
offering of solutions for commercial, industrial and residential
markets makes it a benchmark for customers worldwide. Drawing on an
approach that involves all teams and stakeholders, Legrand is
pursuing its strategy of profitable and sustainable growth driven
by acquisitions and innovation, with a steady flow of new
offerings—including Eliot* connected products with enhanced value
in use. Legrand reported sales of over €6.6 billion in 2019. The
company is listed on Euronext Paris and is notably a component
stock of the CAC 40 index (ISIN code FR0010307819).
https://www.legrandgroup.com
*Eliot is a program launched in 2015 by
Legrand to speed up deployment of the Internet of Things in its
offering. A result of the group’s innovation strategy, Eliot aims
to develop connected and interoperable solutions that deliver
lasting benefits to private individual users and professionals.
https://www.legrandgroup.com/en/group/eliot-legrands-connected-objects-program
Readers are invited to check the authenticity of Legrand’s press
releases using the CertiDox app. For more information, visit
www.certidox.com
1Excluding the director(s) representing employees. 2 To be paid
entirely out of distributable income. For more information, readers
are invited to refer to the press release of April 11, 2020. 3For
more information, readers are invited to refer to the press release
of May 7, 2020.
1 CSR: Corporate Social Responsibility. 2 For more information
about the governance changes due to take effect from July 1, 2020,
readers are invited to refer to the press release of February 28,
2020.
1 Period of time when all communication is suspended in the
run-up to the publication of results.
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version on businesswire.com: https://www.businesswire.com/news/home/20200527005537/en/
Investor relations Legrand Ronan Marc Tel: +33 (0)1 49 72
53 53 ronan.marc@legrand.fr
Press relations Publicis Consultants
Vilizara Lazarova Tel: +33 (0)1 44 82 46 34 Mob: +33 (0)6 26 72 57
14 vilizara.lazarova@publicisconsultants.com
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