Proposals by the Business Secretary, Vince Cable in relation to executive remuneration have been welcomed as a “measured approach” by a leading business policy expert.
James Barbour, Technical
Policy Director at ICAS said that the proposals would ensure “evolution not
revolution of executive remuneration, ultimately leading to more transparent
disclosure”.
However, Barbour took issue with the inclusion of binding
shareholder votes.
In his plans, Cable outlined proposals for binding votes in
relation to future pay policy for the Board as a whole, and the requirement to
get binding shareholder approval of any directors’ notice period longer than a
year and on exit payments of more than one year’s basic salary or the minimum
contractual amount.
“Dissatisfied shareholders already have the additional
option of voting against the annual re-election of the remuneration committee
chairman,” said Barbour.
“Additionally there are also real practical issues associated
with implementing this proposal. It may
be very difficult to determine what aspect of the remuneration proposals
constitutes a negative vote without a further detailed consultation of
shareholders.
In his plans, Cable called for the opening up of remuneration
committees, calling the current system “symptomatic of the lack of diversity in
UK boardrooms”.
However, Barbour said that it remained to be seen whether
opening up membership of these committees would “be beneficial or lead to
material changes in directors’ remuneration.
“The Remuneration Committee must have members who have a
full understanding of the company’s strategy, and we believe that the current
Non-Executive Director structure is still fit for purpose,” he said.
“It must be noted that Remuneration Committees should, can
and do take independent advice on remuneration structures, their
appropriateness to the company and the general remuneration environment.”
Barbour said that a greater emphasis on linking pay to the
long-term performance of the company needed to be the main outcome of any
measure. This would help eliminate reward for failure, he said.
“The last few years have undoubtedly brought about a greater
awareness of the correlation between pay and performance and we believe this
trend will continue.
“As a result boards and remuneration committees will be more
mindful of the adverse shareholder and public reactions if they advocate large
remuneration increases on the back of posting poor results.”
Notes to Editorsview
ICAS – the professional body of Chartered Accountants (CAs) – is a regulator, educator and influencer. We act as a thought leader and voice of our professional business community. The CA qualification is unique to ICAS in the UK. It is recognised and respected internationally. We have more than 21,000 members and students across the UK and in more than 100 countries around the world. We provide support, advice and services to our CAs throughout their professional lives. Our members are business advisors, business leaders and entrepreneurs. They play leading roles in 80% of the FTSE 100 companies. Half our members are based in Scotland. The other half work in England and around the globe. ICAS is the world’s first professional body of chartered accountants, founded in 1854. We are a member of The Global Accounting Alliance (GAA) – an alliance of the world’s leading professional accountancy bodies, which was formed in 2005. The GAA is intended to promote quality services, share information and collaborate on important international issues. It works with national regulators, governments and stakeholders, through member-body collaboration, articulation of consensus views, and working in collaboration, where possible with other international bodies, especially IFAC.