The collapse of Carillion has raised many issues relating to public procurement, the actions of the board and the role of the auditors. But a press release by the Institute of Directors suggesting that in 2016 Carillion relaxed the clawback conditions that applied to bonuses has raised questions over remuneration governance. The change seems to … Continue Reading
Over one in five companies in the FTSE All Share index received at least 20% shareholder votes against a resolution at their 2017 AGM, or chose to withdraw a resolution. And executive pay remains a key issue for investors, with 38% of resolutions that in 2017 received significant votes against or were withdrawn related to … Continue Reading
As trailed in our recent blog post, the green paper on the reform of corporate governance was published today by the Department for Business, Energy and Industrial Strategy (formerly BIS). The paper sets out 14 questions for consultation. The consultation covers three main areas: executive pay, “which has grown much faster over the last two … Continue Reading
Three publications over the last few weeks are particularly relevant for companies preparing their new remuneration policies for 2017 (including most of the FTSE100). Hermes Investment Management recently published its “Remuneration principles: clarifying expectations”. This is its first solo effort – it previously was part of a group of large investors who jointly published their … Continue Reading
The GC100 and Investor Group have recently published updated directors’ remuneration reporting guidance to reflect the changes in practice since their original guidance in 2013 and the voting patterns of the 2016 AGM season. The large majority of the FTSE100 will be putting new remuneration policies to a shareholder vote next year on the expiry … Continue Reading
Aside from the few companies with later year-ends, the last couple of AGMs of the FTSE 100 were held last week, so now would seem an opportune time to summarise the outcomes and trends from the 2016 season. One hallmark of the season was that it appeared to be a re-run of the “shareholder spring” … Continue Reading
With the news today that Theresa May will become prime minister this Wednesday, we note with interest reports that she intends to make large companies more accountable by having consumers and employee representatives on boards. This resurrects an idea put to consultation by BIS during Vince Cable’s watch in the run-up to the introduction of … Continue Reading
Although we’re not in the business of crystal ball-gazing, here are some possible issues relating to Brexit and executive pay, particularly share-based remuneration, that we’d like to throw into the pot (unless that’s too much of a mixed metaphor). It seems unlikely that post-Brexit the UK would impose restrictions on overseas issuers offering their shares … Continue Reading
After weeks of media headlines criticising FTSE 100 executive remuneration, the Investment Association have finally pulled their rabbit from the hat! The nattily entitled “Executive Remuneration Working Group” set up last year under the auspices of the Investment Association (see our previous blog post) has published its Interim Report (which can be downloaded from the … Continue Reading
Until this week, the remuneration side of this year’s FTSE 100 reporting season was looking decidedly pedestrian, with deckchairs being shuffled ahead of the 2017 AGM season, when all of the remuneration policies that were approved at the 2014 AGMs are up for re-approval. The near 60% vote against the approval of BP’s Directors’ Remuneration … Continue Reading
With over a third of the UK FTSE100 having published their DRRs, it looks like the trends identified in our post on 22 March are continuing. A really interesting question to look at, now that nearly half of the FTSE100 companies have published their reports, is whether all the new regulations and guidelines are changing … Continue Reading
Admittedly, it is still early days to asses what’s new in FTSE DRRs for the 2015 accounting period. Even so, it looks like this will be a slow year for developments in DRRs for medium and large listed companies. Of course, that’s probably not surprising. For a company to change its policy requires putting the … Continue Reading
At the beginning of the 2016 AGM season, there has been a 25.3% vote against Thomas Cook’s directors’ remuneration report. In its announcement, the company said “We have already engaged with certain shareholders to discuss their concerns, which relate to the timing of disclosure of EPS targets in respect of the long-term incentive plan and … Continue Reading
One way or another, we’d expect remuneration committees of UK listed companies to be looking closely at their remuneration policies this year. Is your policy still fit for purpose? Most companies will need to put their remuneration policies to shareholders in 2017 and so discussions about whether the remuneration policy put in place in 2014 … Continue Reading
As we previously reported, the guidelines on executive remuneration (formerly known as the ABI guidelines) have now come under the auspices of the Investment Association (“IA”). As usual at this time of year, the guidelines (or principles, as we should now call them) have been dusted down. The only substantive change to the principles is that long-term incentives … Continue Reading
Over 70 FTSE100 companies have now released their DRRs and we are well into the 2015 AGM season. So far, most FTSE100 companies are coming through the AGM season unscathed. In respect of the implementation report (this is the aspect of the directors’ remuneration report that describes how the remuneration committee implemented the company’s approved … Continue Reading
The Department for Business Innovation and Skills (BIS) has published a research paper on companies’ compliance with the new directors’ remuneration reporting regulations (DRRRs) in the 2014 AGM season. The research was carried out by Manifest, taking a random sample of 93 UK-incorporated companies listed on the London Stock Exchange. Thirty-eight of these companies had … Continue Reading
In the last couple of weeks the first few FTSE100 AGMs have been held. Imperial Tobacco, Aberdeen Asset Management and Compass Group all received votes in favour of more than 90% for their implementation reports. As mentioned in our previous blog post, Aberdeen Asset Management is proving to be the exception by sticking with last … Continue Reading
Compass Group and Imperial Tobacco published their DRRs last week, giving their shareholders something to read over the festive period. Both companies are putting their policy reports up to a vote again at their AGMs on 5 February and 28 January respectively, due to amending their policies slightly. The notion that most policies will only … Continue Reading
On 18 December, the GC100 and Investor Group published an eagerly awaited update to its Guidance on DRRs. The update follows the GC100’s review of its original Guidance (which was released in September 2013) in light of the 2014 AGM season and recent developments, and notes that the update document should now be regarded as … Continue Reading
The National Association of Pension Funds (NAPF) has re-issued its updated Corporate Governance Policy and Voting Guidelines, including its view of how remuneration should be dealt with. Unsurprisingly, changes have been made to the last set of guidelines issued in November 2013. The changes reflect experience over the first year of accounts published under the … Continue Reading
Last week, the final FTSE100 AGM of the first season under the new UK DRR rules was held – and the first two DRRs to be published as part of the second season were released. And so the cycle begins again… AGM The last FTSE100 AGM of the previous season to be held was that … Continue Reading
Last Tuesday, the penultimate FTSE100 AGM of the 2013/14 DRR season was held. Wolseley was untroubled and received votes in favour of 93.6% for its policy report and 98.4% for its implementation report. There is now only one FTSE100 AGM left; Associated British Foods’ AGM will be held this Friday (5 December). Results of all … Continue Reading
As all of the FTSE100 DRRs for the past season have now been released (see our blog post), we are in the midst of the final few FTSE100 AGMs. This past week has seen Smiths Group, BHP Billiton and BSkyB all hold their AGMs, with no contentious DRR votes to report. For completeness, the voting … Continue Reading