Directors who fail net pounds 23m as their reward
Wednesday 17 July 1996
A survey by Pirc, the shareholder consultancy firm, found the total payout over the last 30 months was pounds 65m. It said this could have been reduced if the advice of the Greenbury report, published a year ago today, had been followed.
The Greenbury report pressed for a move towards restricting directors' rolling contracts to a year or less, but it accepted there could be special reasons for longer periods.
Anne Simpson, Pirc director, said: "The danger is that the majority of companies are claiming to be the exception."
Although three-year rolling contracts have fallen from 44 per cent before the Greenbury report to 5 per cent of companies surveyed, two-year contracts have more than doubled from 24 to 53 per cent. One-year contracts have risen from 30 per cent in 1993-94 to 40 per cent.
The Pirc report also confirmed widespread criticisms of long-term incentive schemes introduced as a result of the Greenbury report, many of which have easy performance targets and pay out enormous sums if they are fully met.
Pirc found in an analysis of 31 schemes that the long-term schemes offered rewards ranging from 50 per cent of short-term bonus to 400 per cent of directors' basic remuneration. More than half failed to provide sufficient data to calculate the potential gains.
The Greenbury report said performance targets should be stretching, but 42 per cent of schemes paid out in shares for below average performance.
Few schemes disclosed their current ranking against the chosen comparator group of companies, making it impossible to assess whether the target was challenging. Some companies even paid out for earnings-per-share growth in line with economic growth.
And while Greenbury said a three-year performance period should be the minimum, this has become the maximum for more than 90 per cent of schemes. Of 103 companies in the top 350 with long-term plans, only 42 have put them to a shareholder vote, as recommended.
Ms Simpson said: "There is a danger of long-term schemes becoming overly complex and failing in their purpose."
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