The result of the vote over WPP chief executive Sir Martin Sorrell's £17.6m pay was never in doubt. More than 80 per cent of shareholders voted in favour of the remuneration report at yesterday's annual meeting. Close to 83 per cent backed a new bonus scheme that could pay him up to 10 times his salary.
So it might appear that the founder and chief executive of the world's biggest advertising group has nothing to worry about. The row about his pay is apparently over, after last year's humiliating 60 per cent vote against. WPP's board mollified investors by cutting his salary and bonus scheme – a bit – and Sir Martin can now continue serenely in post.
That was the message from the company at its AGM, held in the splendour of the Savoy hotel ballroom – the first time WPP has held its meeting in London since moving its tax base back from Dublin.
The reality isn't quite so simple. Having more than 19 per cent of investors vote against the remuneration report was a fairly big rebellion by City standards. Once abstentions were included, over 26 per cent failed to back the pay deal.
Deborah Gilshan from shareholder RailPen, the investment arm of the railway workers' pension fund, told the AGM she "cannot comprehend" how the WPP board could sanction Sir Martin's new potential bonus scheme after last year's revolt. Louise Rouse of Share Action, a campaigning group, voiced similar concerns. While she welcomed WPP's decision to reduce the bonus scheme, she said "some will still question the size of awards available to Sir Martin".
But shareholders were unanimous that he is the right man to lead WPP, a group he has built since 1985 to include agencies such as Ogilvy & Mather, JWT and AKQA. Investors backed his re-election with 99.98 per cent in favour. However, his pay remains an issue.
By some measures, he is far from the biggest earner in the FTSE 350. According to the shareholder advisory group Manifest, he did not even make the top five best-paid chief executives last year. That is because his £17.6m package includes long-term awards as well as cash and shares. Still, WPP isn't that big a company considering Sir Martin's pay. With revenues of £11bn, it is just a fraction the size of, say, Vodafone.
Sir Martin was keen to remind shareholders just how far WPP has come as he stood on a stage, reeling off endless statistics. A shareholder who invested £1,000 in 1985 would have seen their investment rise to £41,500.
So is he worth £17.6m? The shareholder advisory groups LAPFF and Pirc don't think so.
"It's not for me to say," Sir Martin told The Independent after the meeting, insisting it was a matter for the board, although it is obvious what he thinks.
Philip Lader, WPP's chairman since 2001, pointed out that much of Sir Martin's pay was in long-term bonuses which took five years to earn. "It's not as some readers are led to believe a board saying that based on last year the number is £17m," said Mr Lader.
"The question you ask has got to be put in context," added Sir Martin, referring to the £17.6m issue.
Not only is 90 per cent of his pay linked to targets such as total shareholder return and earnings per share, he said, but also he invests in shares himself.
"How many CEOs have an investment of £200m in the company and keep it? Maybe that's the question you should be asking."
There are good reasons why few FTSE 100 chiefs have such a big stake. Sir Martin is unusual in being a significant owner – with around 1.5 per cent – and has been in the job an age.
His longevity raises questions about succession. Ms Gilshan of RailPen claimed WPP's efforts to plan for an eventual successor for Sir Martin, now 68, "do not go far enough", even though Mr Lader said WPP has been regularly planning for eight years. The chairman insisted he is not ignoring "the elephant in the room" but the board unanimously agreed Sir Martin remains the right choice "at this time".
The problem, say some observers, is they believe WPP might struggle without his vision and drive. He may be of pensionable age but he buzzed with gusto at the AGM as he explained for 35 minutes how WPP will keep growing. The company's proportion of revenues from new markets such as China and Brazil has risen from 19 per cent of turnover in 2002 to 30 per cent today. Similarly, new media such as digital generates 33 per cent of sales, up from 17 per cent.
Sir Martin said the company must plan for a "red bus situation" – in case an accident befalls him – and added, half-joking, that "at one point someone will take me out to the woodshed and say you've had enough".
Yet he sounded in no mood to retire. As he looked to the future, he said shareholders would see the benefits "over time".
Asked if he were likely to be in the job in 10 years, he dismissed it as "a purely hypothetical question".
To be fair, he has faced these questions for years and can be forgiven as a degree of mild exasperation crept into his voice. "Is it my creation? Obviously I started it in 1985 – with one other person. I'd describe myself as a founder of the business. I therefore feel it is partly my creation. The person who succeeds me will do it differently. They will probably do it better."
Don't expect that to happen any time soon.
What CEOs pocketed in 2012
Angela Ahrendts, Burberry; £16.9m
Angus Russell, Shire; £12.2m
Graham Mackay, SABMiller; £9.72m
Paul Walsh, Diageo; £9.67m
Peter Sands, Standard Chartered; £9.36m
Total remuneration received
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