Conagra | 2014

For the second time, on September 19th, 2014, Etica Sgr voted at the shareholder annual general meeting of ConAgra Foods, an American grocery company, stressing the management on some environmental, social and governance (ESG) issues.

Etica Sgr abstained on the approval of the ConAgra 2014 Stock Plan, because of the worries about the broad use of financial instruments in the Company’s remuneration scheme and voted against the stockholder proposal about the modification of the vote counting in the AGM, because, given that ConAgra’s vote counting methodology of including abstentions applies identically to management-sponsored proposals and shareholder proposals, the current voting process appears fair enough.

Etica Sgr voted for all others proposals. No corporate governance issues have been found on the composition of ConAgra Foods’ Board so Etica Sgr voted for the election of all eleven proposed directors. Regarding the remuneration policy of the Company, Etica Sgr appreciated the transparency in the reporting of both short-term and long-term variable part of the compensation, the presence of threshold and cap levels for the performance target connected with these incentives and that these are subject to a clawback clause. However, Etica has found some concerns: the absence of remuneration schemes linked to ESG goals and the lack of reporting about the ratio between CEO’s remuneration and the average one of all Company’s employees.

Finally, Etica Sgr voted for the approval of the 2014 executive Incentive Plan and the ratification of the independent Auditor.

Moreover, Etica Sgr sent a letter to the Company asking more information about some issues on labor rights controversies and Customer controversies.

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