Spain: 2022 PROXY SEASON REVIEW, SAY ON CLIMATE, GENDER DIVERSITY, REM AND ESG IN THE BOARDROOM

Morrow Sodali is pleased to present a video featuring Borja Miranda Johansson, Managing Director, and Eduardo Sancho Garcia, Manager at Morrow Sodali, outlining the key findings from the 2022 proxy season in Spain as detailed in the recent Lighthouse Europe edition.

Findings include:

• Say on Climate items keep impacting the Spanish proxy season since their first appearance in 2020. Up to three issuers have submitted management-proposed Say on Climate resolutions. All of them were broadly passed.
• The presence of women at board level in the Ibex 35 in 2022 was on average 36%.
• In 2022, the post-AGM board independence hit an average level of 54% in the index. When it comes to board chairs, the type of director categories holding such roles are split as follows: 41.2% are executive directors, including chairs that also hold the CEO position in combination; 14.7% are independent directors; and 44.1% are non-independent non-executive directors, including directors affiliated to significant shareholders (proprietary directors), former employees or executives, and tenured board members.
• The average support for all director elections in 2022 decreased to 94.2%, breaking the positive trend evident from the previous proxy seasons (2021: 95.4%; 2020: 94.5%).
• Shareholder voting for the Remuneration Policy and Remuneration Report amongst IBEX-35 issuers reached the average global support of 87.7% for the former (vs. 86.8% in 2021), and 85.8% for the latter (vs. 85.2% in 2021).
• 94% of the issuers held hybrid AGMs in 2022 (32% in 2021).
• The increase in the average participation of the share capital’s free float at the AGMs is also moderate and in line with the growth of the percentage of shareholdings held by the free float, which reached 65.4% of the total voting rights of the index in 2022 (64.8% in 2021; 64.4% in 2020).

Find out more insights regarding the key trends and common themes emerging from shareholder meetings across the markets in Europe (France, Germany, Greece, Italy, Portugal, Spain, Switzerland and the UK) by downloading the full edition of Lighthouse Europe. This edition also includes an in-depth analysis of Say on Climate, gender diversity and E&S in the boardroom, as well as investor insights Q&A with BNP Paribas Asset Management, Legal & General Investment Management (LGIM), and UBS.