Georgeson in the media
Georgeson events
US: Georgeson’s Kilian Moote is quoted in Law360’s article titled “Dillard's Considering Texas Incorporation Amid 'DExit' Trend”
“During the 2024 and 2025 proxy seasons, 15 Russell 3000 companies introduced management proposals focused on reincorporating out of Delaware to another state, according to Kilian Moote, the U.S. head of environmental, social and governance advisory at Georgeson, a global shareholder services group.
Moote told Law360 Pulse on Wednesday that more than two-thirds of the proposals sought relocations to Nevada, with Texas, Florida and Indiana targeted by others.”
Europe: Georgeson will be hosting a live investor panel on Tuesday 9 September at (2pm BST | 3pm CEST) to celebrate the launch of the 2025 European AGM Season Review
Join us online for an in-depth look at Georgeson's 2025 European AGM Season Review, where we'll highlight emerging patterns in executive remuneration, director elections and investor voting behaviour.
We are delighted to confirm that Hendrik Schmidt, Vice-President | Head of Stewardship – Governance, DWS, and Louise Dudley CFA, Portfolio Manager, Federated Hermes, will be joining us to discuss the dominant themes from the 2025 proxy season – offering firsthand perspectives on what’s shaping investor sentiment. We will be announcing a third speaker from a leading asset manager soon.
Shareholder activism
Activist Cevian takes stake in Dulux paint maker AkzoNobel
The Financial Times reports that activist investor Cevian Capital has taken a more than 3% stake in AkzoNobel, signalling confidence in the Dutch paint maker’s turnaround plan focused on cost-cutting and improving performance. Despite flat revenues and share prices lagging behind rivals, Cevian expects AkzoNobel’s leadership to successfully execute its strategy, while the company continues restructuring efforts including job cuts and asset sales.
Medtronic to add directors after Elliott becomes big shareholder
The Wall Street Journal reports that Medtronic is making board changes and forming new committees focused on growth and operations after activist investor Elliott Investment Management became one of its largest shareholders. Elliott is working closely with Medtronic’s leadership to unlock value through potential acquisitions, divestitures, and boosting earnings, with the company planning to share progress at an Investor Day in mid-2026. Despite challenges like post-pandemic recovery and past FDA issues, Medtronic is seen as undervalued and is focusing on innovation and portfolio simplification.
Activist investor pushes Viasat to split broadband and defence units
The Financial Times reports that activist hedge fund Carronade Capital is pressuring satellite broadband provider Viasat to spin off its defence unit, arguing the move could unlock up US$11 billion in value and boost the company’s overall valuation by over 500%. Carronade, which holds a 2.6% stake and US$30 million in Viasat debt, believes the defence business is undervalued compared to the better-known broadband segment. Viasat, facing competition from Starlink and Amazon’s Kuiper, has acknowledged the proposal and is conducting a strategic review.
Environmental & Social
The push for ESG risks conflict with fiduciary responsibilities
The Financial Times published an opinion piece by Andreas Utermann, the Chair of Vontobel, arguing that the financial sector is seeing a backlash against sustainability commitments, with many banks and asset managers scaling back efforts on decarbonisation and diversity initiatives, leading to declining membership in groups like the Net Zero Asset Managers initiative. Forcing investment firms to exclude certain sectors for moral reasons can conflict with their fiduciary duty to optimise returns and may cause inefficient capital allocation. Instead, policymakers should address externalities through taxes and regulations, allowing investors to focus on selecting the best opportunities without imposing moral judgments on clients.
Climate banking group pauses activities amid rising political pressure
The Financial Times reports that The Net-Zero Banking Alliance has paused its activities after major members like HSBC, Barclays, and several Wall Street banks withdrew, partly due to political backlash and disagreements over climate targets amid Donald Trump’s anti-climate stance. The alliance is considering shifting from a membership-based model to a looser structure to maintain support for banks’ transition to net zero, though critics argue the group never seriously challenged fossil fuel financing. Despite the setbacks, some banks remain committed to financing clean energy transitions, emphasising the complex, uneven nature of the net-zero journey.
Global
ISS and Glass Lewis launch policy surveys ahead of 2026 proxy season
Harvard Law School Forum on Corporate Governance reports that Institutional Shareholder Services (ISS) and Glass Lewis have opened their annual global policy surveys to gather input on potential voting policy changes for 2026, signalling shifts in governance priorities. The surveys focus on emerging issues such as AI governance, board diversity, ESG backlash, and evolving executive pay structures, underscoring the growing complexity of shareholder expectations and regulatory landscapes.
European developments
UK
UK mustn’t be distracted by the super-CEOs debate
The Financial Times published a letter by Bernadette Young, Director, Indigo Independent Governance, arguing against adopting the US practice of combining CEO and chair roles in UK companies, emphasising that these positions require distinct skills and separating them protects against power concentration. It highlights that a separate chair can support and mentor the CEO, enhancing governance rather than distracting from strategic leadership. While acknowledging the need for UK governance reform, the article cautions against assuming that merging these roles is the right solution.
Daniel Loeb wins shareholder vote on plan to convert London vehicle into Cayman insurer
The Financial Times reports that Daniel Loeb won shareholder approval to transform his London-listed Third Point Investors Limited (TPIL) into a Cayman Islands-based reinsurer through a reverse takeover of Malibu Life Reinsurance, focusing on the growing US fixed annuities market. Despite opposition from some shareholders and proxy advisers who argued the deal undervalued TPIL and lacked a full exit option, new UK takeover rules allowed Loeb’s 25% stake to influence the vote in favour of the plan. The TPIL board expressed confidence in the transaction’s potential and sees it as a strategic shift aligned with market opportunities.
Glencore to keep London listing after dropping New York plans
The Wall Street Journal reports that Glencore has decided to keep its main listing in London, concluding that switching to New York or adopting a US depositary receipts program would not currently benefit shareholders, despite ongoing pressure from other companies to list in the US. The decision comes amid a 20% drop in Glencore’s shares over the past year and a first-half earnings decline driven by weaker coal prices, lower copper production, and a significant impairment charge from its Colombian coal operations. This move is a boost for the London Stock Exchange, which has faced several high-profile delistings recently.
Italy
With €22 billion, BlackRock leads foreign investors in Milan
Milano Finanza reports that in 2025, foreign institutional investors reached a record presence on the Milan Stock Exchange, with total equity holdings rising to €75.76 billion. BlackRock leads the pack with €22.54 billion in diversified investments across major Italian companies like Ferrari, Stellantis, and Unicredit. Other top investors include Norges Bank and Capital Research, reflecting growing global confidence in Italy’s financial markets.
Activist funds rediscover Italy: campaigns increase in the first half of the year
Milano Finanza reports that in the first half of 2025, Italy accounted for 10% of all activist fund campaigns in Europe, a notable increase from the 6% average between 2020 and 2024, according to Lazard’s latest report. Despite a general decline in activist activity across Europe, sectors like healthcare and real estate remain key targets, with Italy showing renewed interest from funds such as Hoop Club, which recently launched a campaign against the tour operator I Grandi Viaggi. The UK continues to lead in overall campaign volume, followed by France and Germany.
Roma Capitale surpasses €2 billion thanks to Acea’s surge
Milano Finanza reports that Roma Capitale has surpassed €2.1 billion in equity holdings, primarily due to the strong performance of its stake in Acea, the multi-utility company in which it holds a 51% share. Over the past year, Acea’s value has risen nearly 20%, boosting Roma’s position among Italy’s top shareholders. More broadly, local authorities across Italy have seen a 21.5% increase in their equity holdings, while foundations experienced an even greater surge of 52%, driven by rising bank stock values.
Spain
BBVA will once again adjust the share exchange ratio of its takeover bid for Banco Sabadell at the end of August
Cinco Días reports that Banco Sabadell is set to pay a cash dividend of seven euro cents per share on 29 August, prompting BBVA to revise its offer. Spain’s most significant banking takeover of the year enters its final stretch with a new modification to the bid – albeit a technical one.
The CNMV approves the delisting tender offer of Minor
Cinco Días reports that at the end of July, Spain’s securities regulator CNMV approved the delisting of Minor Hotels Europe & Americas, S.A. (Minor) launched by MGH Continental Holding (Singapore) PTE. LTD. The offer price was raised from an initial €6.37 to €6.51 to reflect improved operational performance and the intrinsic value of the subsidiary in 2024. Minor already owns 95.9% of MHEA and is now seeking to acquire the remaining minority stake.
The CNMV admits for processing Neinor’s €932 million takeover bid for Aedas Homes
Cinco Días reports that at the end of July, the CNMV officially accepted for review the request to authorise the public takeover bid launched by Neinor Homes for 100% of its competitor Aedas Homes. Neinor announced the bid for Aedas on June 16, with a total value of €932 million. Castlelake, the main shareholder of Aedas Homes holding 79% of its share capital, has already “irrevocably” accepted the offer, indicating mutual agreement between both parties.
Switzerland
Ethos has published its study: Remuneration of Swiss CEOs of listed companies rises again
Their report finds that CEO pay among Swiss-listed companies rose notably in 2024, with average salaries reaching 8.3 million francs for SMI CEOs – a 7.4% increase – while chairpersons also saw high international compensation levels. Smaller and mid-sized companies experienced even sharper CEO pay growth, though shareholder approval of remuneration reports, while improving, remains lower than for other agenda items. The Ethos Foundation continues to critique excessive or opaque executive pay and advocates for stronger shareholder oversight and transparency in both remuneration and sustainability reporting.
North American developments
United States
CEO pay at top US companies accelerates at fastest pace in four years
The Financial Times reports that executive compensation for S&P 500 CEOs rose significantly in 2024, outpacing increases for the broader American workforce and continuing a trend of high pay growth among top executives. This rise has drawn attention to the growing income inequality between CEOs and average employees, sparking debate about its impact on economic and political systems.
US companies opt for boomerang CEOs as succession plans falter
The Financial Times reports that in recent years, there has been a notable increase in the number of "boomerang CEOs" in the US, where former chief executives are rehired for a second tenure. This trend reflects boards' strategic use of experienced leaders to navigate succession challenges and company turmoil.
Tesla board awards US$30bn of shares to ‘energise and focus’ Elon Musk
The Financial Times reports that Elon Musk has been awarded 96 million Tesla shares valued at about US$30 billion as part of a new compensation deal aimed at retaining him as CEO amid concerns about his potential departure. This move follows a Delaware court ruling that invalidated a previous US$56 billion pay package for Musk, and ongoing tensions regarding his control over Tesla.
US companies deny record number of shareholder votes
The Financial Times reports that US regulators have made it harder for shareholders to include environmental, social, and governance (ESG) proposals in company proxy ballots, leading to a record number of shareholder proposals being excluded this year. This change has significantly reduced shareholder votes on issues related to climate change, diversity, and labour rights during the proxy season.
New Texas laws open a wild west for corporate governance
The New York Times reports that Texas has enacted new corporate laws that shift power from shareholders to executives, aiming to attract companies dissatisfied with Delaware's court decisions. This move has already benefited Elon Musk with a US$29 billion pay package from Tesla after the company reincorporated in Texas.
Asian developments
Japan
Investors seek bigger payouts from Japanese tech firms’ cash hoard
The Japan Times reports that increasing pressure on Japan’s technology firms to return more cash to shareholders may spur the next phase of corporate reforms that helped drive the nation’s stock market to record highs.
Keyence management faced questioning from analysts at its recent results briefing on why it wasn’t distributing more from its ¥2.7 trillion (US$18 billion) pile of assets. Earnings from the factory-automation company also failed to meet high expectations, and its shares dropped the next day by the most in four months.
South Korea
Blowout South Korea stock rally on a knife-edge over tax plans
Reuters reports that South Korea's tax policies have thrown the outlook for Asia's best-performing major stock market into doubt, with investors assessing the impact of higher corporate tax and trading levies on the country's long-promised reforms. Foreign investment flows into South Korean equities totalled US$4.52 billion in July, LSEG data showed – the fastest pace in almost a year and a half – as the prospect of corporate reforms and a trade deal with the Trump administration lured overseas money. However, the KOSPI index (KS11) which had risen 33.3% so far this year, leading gains across the region, experienced its sharpest one-day drop since April on Friday. The index slumped 3.9% following the announcement of tax measures.
China
China BlueChemical enhances governance with new Nomination Committee
Tipranks reports that China BlueChemical Ltd. has announced the establishment of a Nomination Committee under its Board of Directors to enhance corporate governance and safeguard shareholder interests. This committee is tasked with making recommendations on the appointment of directors and senior management, assessing board composition, and selecting candidates for directorship. The formation of this committee is expected to strengthen the company’s governance structure and ensure compliance with relevant laws and regulations, potentially impacting its operational efficiency and stakeholder confidence.
Hong Kong
Hong Kong regulators warn against speculative stablecoin market volatility amid licensing hype
The Standard reports that Hong Kong’s market regulators have jointly expressed concerns over significant uncertainties on stablecoin license applications and urged the public to exercise caution. The Securities and Futures Commission and the Hong Kong Monetary Authority noted that recent price fluctuations appear linked to claims from firms planning to apply for stablecoin issuer licenses, engaging in related activities, or exploring such plans. Some entities have referenced discussions with Hong Kong’s financial authorities, which could mislead investors into believing regulatory approval is imminent. The SFC emphasised that its market surveillance team is actively monitoring trading activities and will take "strong action" against any market manipulation or fraud.
Hong Kong Exchange delists LET Group and Summit Ascent over governance concerns
Yogonet reports that The Hong Kong Stock Exchange will delist LET Group Holdings Ltd. and Summit Ascent Holdings Ltd. on 1 September due to unresolved corporate governance concerns, regulatory scrutiny, and failure to meet resumption requirements following trading suspensions earlier in 2024. The delistings stem from issues including an unauthorised attempt to sell a casino stake, ongoing questions about management integrity, and legal action against the controlling shareholder. While both companies maintain ongoing operations – such as the Tigre de Cristal casino in Russia and a Manila resort project – their withdrawal from the exchange means they will no longer be subject to regular disclosure or governance requirements.
Australia
Xero suffers symbolic shareholder strike against executive pay
The Australian Financial Review reports that nearly half of Xero’s shareholders opposed the remuneration report, objecting to the CEO’s US$15.2 million pay and a large sign-on bonus for the new US-based CFO, signalling investor unease with Silicon Valley-style executive compensation despite the company’s expansion efforts in the US.
Qantas bonuses in big super’s sights as cultural questions persist
The Australian Financial Review reports that following a Federal Court ruling on unlawful sackings during the pandemic, investors are urging Qantas to reconsider executive bonuses, balancing strong financial results with accountability concerns related to the dismissal of 1800 workers.
AGL faces uphill task to win Cannon-Brookes’ support for climate plan
The Australian Financial Review reports that AGL’s 2025 climate strategy, which maintains previous coal plant closure dates and targets, faces resistance from its largest investor for lacking ambition aligned with the Paris Agreement, despite some improvements and the CEO’s emphasis on industry cooperation.
Judge says record $90m Qantas fine is ‘a message to big business’
The Australian Financial Review reports that Federal Court Justice Michael Lee has imposed a record A$90 million penalty on Qantas for illegally sacking 1,821 ground workers in 2020, calling out the airline’s lack of genuine remorse. Over half the fine – A$50 million – will go to the Transport Workers Union, a move expected to embolden further legal actions by unions against corporate misconduct, especially in light of new, harsher wage theft laws.
Mining industry to drop ESG push in reporting code revamp
The Australian Financial Review reports that miners and regulators are retreating from plans to embed stronger environmental, social, and governance (ESG) requirements into the JORC code, which governs how mineral discoveries are reported to investors on the ASX. After industry pushback – particularly from exploration companies concerned about cost and complexity – a revised draft has largely removed ESG references, maintaining a focus on technical geological data. The final version is expected in August, subject to approval by Federal Finance Minister Katy Gallagher.