Fat cats still get their cream

Huge rises for directors despite Greenbury
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The Independent Online
Directors at some of Britain's biggest companies are in line for bonuses which could double their base salaries despite last year's furore over executive pay and attempts to put an end to boardroom excesses through the Greenbury report.

The scale of the awards at companies such as Boots, National Power, Railtrack and United Utilities, is likely to provoke renewed controversy because the sums involved could match or even exceed amounts paid under discredited share-option schemes.

An analysis by the Independent of incentive schemes introduced at 10 top companies to comply with Greenbury shows that they could typically pay up to 100 per cent of base salary when long- and short-term bonuses are included.

In a number of cases, executives have also been paid bonuses completely unconnected with their performance or that of the companies, or as rewards for successful takeovers.

The emergence of the new schemes could cause fresh problems for the Government by placing "fat-cat" boardroom excess back at the top of the political agenda despite John Major's attempt to put a lid on it through Greenbury.

The centrepiece of the Greenbury proposals was the wider use of long- term performance-related bonus schemes instead of share options.

However, some big institutional shareholders are becoming concerned at the complexity of these schemes, the lack of demanding performance targets, and the absence of information in some cases on the maximum potential awards directors could receive.

The Pensions and Investment Research Consultancy, Pirc, is expected to renew its attack on the way some new long-term schemes are structured in a report this week.

Lord Blyth, the chief executive of Boots - whose chairman Sir Michael Angus was on the Greenbury committee - could earn a short-term bonus of up to 35 per cent of his base salary of pounds 470,000 and the long-term scheme pays up to another 90 per cent, if Boots performs in the top three of its peer group.

Many privatised utilities and Railtrack have announced long-term schemes to replace share options. Some will make payment in kind in the form of company shares rather than in cash.

Keith Henry, chief executive of National Power, was paid pounds 325,000 base salary last year, but could double this with short- and long-term bonuses. The long-term scheme typically gives about a third of salary.

The scheme has been attacked for starting long-term performance payments once the company matches the FT-SE100 index, an undemanding target, and for paying out the full bonus if the index is beaten by only 40 per cent.

United Utilities' scheme has yet to be approved by shareholders. Its directors would begin to receive their payouts if the company is merely in the top 50 of the FT-SE 100 measured by total return.

The chief executive, Brian Staples, who will earn pounds 300,000 base salary this year, could receive up to 40 per cent in short-term bonus and another 87.5 per cent for the long-term scheme payable in 2000.

Railtrack's chief executive, John Edmonds, could add 140 per cent to his base salary with short-term bonus and long-term share awards by the company, if it achieves the maximum on two criteria. The maximum payout comes when Railtrack earnings growth exceeds 13.5 per cent in real terms and when the second target - based on measurements by the rail regulator of train punctuality - is achieved 100 per cent.

If a new long-term plan is approved in 1997, David Jones of National Grid could increase his base salary of pounds 250,000 by 74 per cent with long- and short-term awards combined.

Hyder, the Welsh utility, has a long-term scheme that pays up to 50 per cent of base salary in the third year, which with short-term bonus could bring the average payout to 56 per cent a year over the period.

Institutional shareholders' have made clear they accept high rewards as long as they are clearly linked to performance.

But even senior executives of the companies involved admit to difficulty in following how their schemes work. One said: "People here have trouble understanding the scheme details in the annual report."

There have also been complaints from non-executive directors that discussion of excessively complex executive bonus schemes has been dominating board meetings.

Water tax row, page 2

Where the big bonuses are Company Short term bonus Long term bonus

(as percentage of basic salary)

Boots 35% maximum Up to 90%

BP 70% maximum Not disclosed

Grand Met 50% maximum Up to 40%

Guinness 12.5% minimum Not specified

Hyder 40% maximum Up to 50%

ICI 40% maximum Up to 40% plus options

National Grid 37% maximum Up to 37% in shares

National Power 40% maximum Up to 33% plus options

Railtrack 40% maximum Up to 100% in shares

United Utilities 40% maximum Up to 87.5%