COLAS (EPA:RE) - PR_Colas_Decisions by the board of Directors on July 27,2020
Transparency directive : regulatory news
03/08/2020 17:45
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PRESS RELEASE
Paris, July 28, 2020
DECISIONS BY THE BOARD OF DIRECTORS ON JULY 27,2020
1. Dividend and convening of an Ordinary General Shareholders' Meeting
Against the unprecedented backdrop of the current health crisis, the Board of
Directors of Colas published a press release on April 1, 2020 to announce its
decision to withdraw its proposal to distribute a dividend (6.40 euros per
share) and to meet during the summer to reassess the situation and analyze the
advisability of proposing the distribution of a dividend for 2019.
To this end, the Colas Board of Directors met on July 27, 2020 and decided to
call an Ordinary General Shareholders' Meeting on September 3, 2020 to propose
a dividend of 6.40 euros per share for fiscal 2019.
Backed by a very solid financial situation and high cash levels, Colas is able
to distribute a dividend while maintaining sufficient liquidity to face the
impact of the health crisis, develop its existing activities, and keep debt
low.
The ex-dividend and payment dates are respectively set for September 8 and 10,
2020.
2. Compensation of executive directors
The Board of Directors, on the recommendation of the Selection and Compensation
Committee, decided to modify the annual variable compensation for 2020 of the
Chief Executive Officer as follows:
* Reducing the ceiling for annual variable compensation to 100% of fixed
compensation (against 125% previously);
* Introducing a new criterion - P6 - to assess the capacity of the Chief
Executive Officer to quickly and effectively manage the health crisis with
employees and stakeholders and to limit its impacts. The P6 criterion will
represent 20% of the fixed compensation and will be assessed with regard to:
o implementation of the business continuity and rapid re-opening plan;
o implementation of measures to protect the health and safety of employees;
o proactive management of Colas' cash and liquidity;
o ability to adapt cost management to limit the impact of the health crisis on
Colas's results.
* Readjusting the weight of criteria P1 to P5 following the creation of the new
P6 criterion;
* Maintaining targets from P1 to P5 defined by the Board of Directors on
February 18, 2020;
* Lowering trigger thresholds making compensation, under criteria P1 to P4,
proportional to the percentage of target achievement.
The other elements of the compensation policy applicable to the Chief Executive
Officer for fiscal 2020 (presented in paragraphs 2.1.1 and 2.1.2.1 of the
Management Report in the 2019 Annual Report) and the applicable compensation
policy in 2020 to the Chairman of the Board of Directors (presented in
paragraphs 2.1.1 and 2.1.2.2. of the Management Report in the 2019 Annual
Report) remain unchanged and applicable.
The thus-modified compensation policy for executive directors will be subject
to the approval of the Ordinary General Shareholders' Meeting of September 3,
2020.
3. Terms of participation in the Ordinary General Shareholders' Meeting on
September 3, 2020
The terms of participation in the General Shareholders' Meeting of September 3,
2020 will be available on www.colas.com in the Finance / Regulated
Information / General Shareholders' Meeting section and in the mandatory legal
publications on Wednesday, July 29, 2020.
Shareholders will have the option to ask questions in writing, to be sent to
the following email address:
assembleegenerale@colas.com before the deadline at midnight on August 31, 2020
Colas (www.colas.com)
Colas, a subsidiary of the Bouygues Group, is a world leader whose mission is
to promote transport infrastructure solutions for sustainable mobility. With
57,000 employees in more than 50 countries on five continents, the Group
performs some 70,000 road construction and maintenance projects each year via
800 construction business units and 3,000 material production units.
In 2019, consolidated revenue at Colas totaled EUR13.7 billion (52% outside of
France). Net profit attributable to the Group amounted to EUR261 million.
For further information:
Delphine Lombard (tel.: +33 6 60 07 76 17) /
Rémi Colin (tel.: +33 7 60 78 25 74) contact-presse@colas.fr
Jean-Paul Jorro (tel.: +33 1 47 61 74 23) /
Zorah Chaouche (tel.: +33 1 47 61 74 36) contact-investors@colas.fr