Irate Foster’s shareholders have opened the way for the re-election of non-executive board members, after 42 per cent rejected a $2.65 million incentive for chief executive John Pollaers to stay with the group for just this financial year.
New legislation gives shareholders the right to call for a re-election of non-executive board members if 25 per cent of shareholders vote against a remuneration package two years in a row.
At a heated annual general meeting (AGM) in Sydney, Foster’s shareholders also directed their anger against the board over the company’s plan to accept a $12.3 billion takeover from global giant SAB Miller.
Shareholders told directors they were disgusted with the proposed sale and felt powerless to stop it going ahead.
Foster’s shareholders will vote on December 2 over a recommendation to accept UK-based beer giant SAB Miller’s takeover offer.
Foster’s beers include household brand names such as VB, Carlton Draught and Crown Lager.
Just over 56 per cent of shareholders voted to award a “long-term incentive” of 480,044 shares worth $2.65 million to Mr Pollaers to stay at the helm following the demerger with the company’s wine division Treasury Wine Estates.
Fosters’ chairman David Crawford confirmed the 2011/2012 contractual agreement for Mr Pollaers was signed prior to the SAB Miller offer.
“We were concerned that we needed to put in place appropriate retention arrangements in order that he could continue to maximise the performance of the company,” Mr Crawford told the meeting in Sydney on Tuesday.
The AGM is expected to be the last for Foster’s as an Australian stock-exchange listed entity.
Australian Shareholders Association representative Vas Kolesnikoff said he would not have objected to the $2.65 million share grant if Mr Pollaer’s performance was over the long-term.
“In this situation I have no problem with pay for performance … but if we are saying there is a long-term grant in a situation where there is no long-term then that must be questioned,” Mr Kolesnikoff told the AGM.
“Why is it a necessity to call this a long-term incentive.
“It seems to be calling it something that it isn’t.”
Shareholder Douglas Flemming said the board’s recommendation to sell Foster’s was “disgraceful”.
“The board should say no,” Mr Flemming told the meeting to loud applause.
“The board ought to resign.”
Fosters shares closed 1 cents down at $5.30.
