Support for remuneration policy in Royal Bank of Scotland
9 May 2017
Norges Bank Investment Management's rationale
The Board of Directors of Royal Bank of Scotland Group Plc suggests to further simplify the executive compensation framework, in addition to reducing maximum award levels.
We commend the Board’s willingness to challenge conventional thinking on remuneration. The Board’s proposal to change the remuneration structure to be simpler, with greater long-term alignment to shareholders and with executive directors having significant alignment in shares both during and after employment, is in broad harmony with the fund’s published position paper on CEO remuneration.
Position paper on CEO remuneration
Royal Bank of Scotland Group Plc resolutions
PROPOSAL |
ISSUE |
BOARD RECommendation |
VOTing INTENTION |
1 |
Accept Financial Statements and Statutory Reports |
For |
For |
2 |
Approve Remuneration Policy |
For |
For |
3 |
Approve Remuneration Report |
For |
For |
4 |
Re-elect Howard Davies as Director |
For |
For |
5 |
Re-elect Ross McEwan as Director |
For |
For |
6 |
Re-elect Ewen Stevenson as Director |
For |
For |
7 |
Re-elect Sandy Crombie as Director |
For |
For |
8 |
Elect Frank Dangeard as Director |
For |
For |
9 |
Re-elect Alison Davis as Director |
For |
For |
10 |
Re-elect Morten Friis as Director |
For |
For |
11 |
Re-elect Robert Gillespie as Director |
For |
For |
12 |
Re-elect Penny Hughes as Director |
For |
For |
13 |
Re-elect Brendan Nelson as Director |
For |
For |
14 |
Re-elect Baroness Noakes as Director |
For |
For |
15 |
Re-elect Mike Rogers as Director |
For |
For |
16 |
Elect Mark Seligman as Director |
For |
For |
17 |
Reappoint Ernst & Young LLP as Auditors |
For |
For |
18 |
Authorise the Group Audit Committee to Fix Remuneration of Auditors |
For |
For |
19 |
Authorise Issue of Equity with Pre-emptive Rights |
For |
For |
20 |
Authorise Issue of Equity without Pre-emptive Rights |
For |
For |
21 |
Authorise Issue of Equity without Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment |
For |
For |
22 |
Authorise Issue of Equity in Relation to the Issue of Equity Convertible Notes |
For |
For |
23 |
Authorise Issue of Equity without Pre-emptive Rights in Connection with the Issue of Equity Convertible Notes |
For |
For |
24 |
Authorise the Company to Call General Meeting with Two Weeks' Notice |
For |
For |
25 |
Authorise EU Political Donations and Expenditure |
For |
For |
26 |
Authorise Market Purchase of Ordinary Shares |
For |
For |
27 |
Approve Cancellation of Share Premium Account and Capital Redemption Reserve |
For |
For |
28 |
Approve Sharesave Plan |
For |
For |
Important legal notice
Norges Bank Investment Management’s approach to responsible investing includes disclosing our voting decisions, in some cases in advance of the relevant meeting. This is only intended to provide information and is not solicitation or encouragement as to how others should vote. This disclosure is not investment research, advice or recommendation. Norges Bank Investment Management’s voting intention is an internal decision and has not been agreed with other shareholders. This disclosure reflects Norges Bank Investment Management’s intention as at the date of publication but such intention is subject to change at our discretion. Norges Bank Investment Management is not subject to any prohibition on dealing after the publication of this disclosure. Norges Bank Investment Management’s holdings available for voting from time to time may differ from those set out in lists of holdings as of year-end.