Your vote counts: an AGM not to miss plus takeover excitement

Both these companies have suffered a sharp share price decline, but one is setting out a new recovery strategy and the other will likely face questions about a possible big money takeover.

Dignity (LSE:DTY) boss Gary Channon has drummed up interest in the funeralcare firm’s AGM by promising an event “that I would like to attend if I was a shareholder.”

Channon, who became chief executive after last year’s ousting of a previous management team, urged shareholders to attend on 9 June so that the board can provide them with a detailed run through on the company’s new strategy.

E-commerce business THG (LSE:THG) holds its AGM a day later against the backdrop of recent takeover approaches and a crumbling share price. Like Channon at Dignity, its boss Matt Moulding does not receive a salary as an executive director.

Dignity

When: 11am, Thursday 9 June.

Where: DLA Piper, Two Chamberlain Square, Paradise, Birmingham, West Midlands B3 3AX.

How to participate: Chief executive Gary Channon recently urged shareholders to get involved after promising to “put on the sort of AGM that I would like to attend if I was a shareholder”. This will include an opportunity to hear from executives and departments that are delivering the funeral company’s new strategy. The latest time for receipt of proxy voting forms is 11am on Tuesday 7 June. More AGM details can be found here.

Who’s in the chair? John Castagno, who was appointed last July, has held senior positions at British Gas Insurance, Tesco Bank and a variety of insurance providers. 

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How did the company do in 2021? Rising costs and lower prices impacted margins as underlying profits fell 7% to £55.8 million. The company, which operates 776 funeral branches as well as 46 crematoria and 28 cemeteries, recorded overall earnings per share of 24.2p, which is an improvement on the previous year’s loss per share of 51p.

How have shares performed? Down 7% to 590p (460p on Thursday).

How much is the boss paid? Gary Channon, who is the founder and chief investment officer of Dignity’s largest shareholder, Phoenix Asset Management, did not receive a salary as an executive director of the company. He is due to step down from the role after the AGM, when Kate Davidson becomes chief executive. She rejoined Dignity as chief operating officer in January on a salary of £225,000.

What’s in the company’s new remuneration policy? Changes include to the annual bonus deferral, which has increased from 20% of any bonus earned for two years to one third for three years. Implementation of the policy for 2022 will see the annual bonus deliver a  maximum opportunity of 125% of salary, with 70% of targets based on underlying earnings and 30% on strategic objectives. For the 2022 long-term incentive award, the remuneration committee will consider the grant level in light of the prevailing share price at the time but intends to apply 150% of base salary for the award.

What’s the view of voting agencies? Glass Lewis recommends shareholders support the advisory vote on the annual remuneration report and the binding vote on the new remuneration policy.

How did last year’s AGM go? The directors’ remuneration report was backed with 99.9% of votes in favour.

How is the company doing on diversity? The recent appointments of Davidson and non-executive director Kartina Tahir Thomson mean that women make up 29% of the board of seven directors.  

THG

When: 12.30pm, Friday 10 June.

Where: Cheshire Suite at Manchester Airport Marriott Hotel, Hale Road, Hale Barns, Manchester WA15 8XW.

How to participate: The proceedings will be available to view online for THG shareholders, but they won’t be able to vote in real time or ask questions. Questions in advance of the meeting  should be emailed to AGM@thg.com by no later than 12.30 p.m. on 1 June, with the company planning to provide a response by 7 June. Proxy voting forms need to be returned no later than 48 hours before the meeting. More AGM details can be found here.

Who’s in the chair? Charles Allen, who oversaw the creation of ITV and is also chair of Balfour Beatty, took on the role in March.

How did the company do in 2021? The first full year as a public company saw 38.1% growth in revenues to £2.2 billion, leading to  a 7% rise in underlying earnings to £161.3 million. Two-year organic growth in the Beauty and Nutrition divisions was over 50%, ahead of medium-term guidance. Impairments on non-core acquisitions and other one-off items resulted in an overall operating loss of £137.5 million.

How have shares performed? Down 71% to 229.2p (158.95p on Thursday).

How much is the boss paid? Since THG’s stock market listing in 2020, founder and chief executive Matt Moulding, who owns about 15% of the company, and chief financial officer John Gallemore have chosen to waive their salaries and any bonuses due. The group made charitable donations equivalent to their 2021 salaries of £730,414 and £430,414 respectively. 

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What’s in the updated remuneration policy? A long-term incentive plan has been brought in for Gallemore under which annual awards of up to 250% of base salary, rising to 300% in exceptional circumstances, will be granted. Awards will be subject to performance targets measured over a three-year period, with a further two-year post-vesting holding period. 

Moulding will not participate given his material shareholding in the business.

What’s the view of voting agencies? Glass Lewis supports both the remuneration report and the new remuneration policy, noting that the introduction of a long-term incentive plan will mean better alignment between executives' interests and those of shareholders.

How did last year’s AGM go? The remuneration report was approved with 96.83% of votes in favour and the remuneration policy got 99.4% support.

How’s the company doing on diversity? The recent departure of non-executive director Tiffany Hall means Future boss Zillah Byng-Thorne is the only female director on the nine-strong board. There’s no-one from a black, Asian and minority ethnic background.