CVS Group plc Shareholder Consultation regarding 2020 AGM (5203Y)
May 13 2021 - 2:30AM
UK Regulatory
TIDMCVSG
RNS Number : 5203Y
CVS Group plc
13 May 2021
13 May 2021
CVS Group plc
("CVS", the "Company" or the "Group")
Shareholder Consultation regarding 2020 AGM
CVS, one of the UK's leading providers of integrated veterinary
services, is pleased to provide the following update in relation to
the 2020 AGM and our subsequent consultation with major
shareholders.
In the 2020 Result of AGM announcement, the Board of CVS noted
that all the resolutions had been passed with the requisite
majority, but that the resolution to reappoint Richard Connell as
Chairman received 75.1% support and the resolution to approve the
Remuneration Committee report received 78.5% support. Whilst a
clear majority of shareholders were supportive, in accordance with
Provision 4 of the UK Corporate Governance Code the Board of CVS
has consulted with major shareholders in order to better understand
their views on these matters.
Following feedback from one major shareholder who withheld
support for the Chairman's re-election, we understand that their
concern was that Richard Connell's membership of the audit
committee resulted in this committee not being deemed fully
independent. In light of this feedback, and to ensure all the board
committees are fully independent, Richard Connell stepped down from
all Board committees with effect from 30 April 2021. All of our
committees were already chaired by independent non-executive
directors and are now entirely constituted from our three
independent non-executive directors.
While there was broad based support for the Remuneration
Committee report for the financial year ended 30 June 2020, certain
corporate governance teams remain opposed to specific elements of
the remuneration policy that, when looked at in isolation, do not
conform to commonly referenced executive compensation guidelines.
In light of this, the Remuneration Committee has decided that a two
year holding period will be applied to future Long Term Incentive
Plan ("LTIP") awards to executive directors, commencing in 2021.
This follows changes already implemented which include the
introduction of malus and clawback conditions for LTIP and bonus
awards, and the amendment of LTIP performance vesting criteria such
that 50% of the performance condition is now based on meeting a
total shareholder return threshold.
The Remuneration Committee will continue to consider and develop
its approach to executive remuneration arrangements taking due
account of matters specified in the UK Corporate Governance Code
and the Investment Association Principles of Remuneration in the
light of the Company's growth and its status as an 'AIM 50'
company.
The Board appreciates the feedback it receives from shareholders
and will continue to engage with them to ensure their views are
fully understood and considered.
CVS Group plc
via MHP Communications
Richard Fairman, CEO
Ben Jacklin, COO
Robin Alfonso, CFO
N+1 Singer (Nominated Adviser & Broker) +44 20 7496 3000
Aubrey Powell / Rachel Hayes / Jen Boorer
MHP Communications (Financial PR) +44 20 3128 8841
Andrew Jaques / Simon Hockridge
Notes to Editors
CVS Group is a fully integrated provider of veterinary services
in the UK, with practices in the Netherlands and the Republic of
Ireland. CVS is focused on providing high quality clinical services
to its customers and their animals, with outstanding and dedicated
clinical teams and support colleagues at the core of its
strategy.
The Group has 498 veterinary practices across its three markets,
including eight specialist referral hospitals and 34 dedicated
out-of-hours sites. Alongside the core Practices division, CVS
operates Laboratories (providing diagnostic services to CVS and
third parties), Crematoria (providing pet cremation and clinical
waste disposal for CVS and third party practices), Buying Groups
and Animed Direct (the Group's online retail business).
The Group employs approximately 7,400 personnel, including circa
1,900 veterinary surgeons and 2,500 nurses.
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