Wednesday, October 3rd, 2007

Detailed Disclosure Of Directors’ pay

MSWG chief executive officer, Abdul Wahab Jaafar Sidek said companies should be committed to transparency and not merely comply with the code. This is despite that at the Directors’ Remuneration Survey 2007, it was found that overall compliance with the Malaysian Code on Corporate Governance had been generally satisfactory. [This survey is a joint effort by Minority Shareholder Watchdog Group (MSWG) and Universiti Teknologi Mara (UiTM) pertaining to the importance of linking directors’ remuneration to the performance of companies so that the right incentive could be provided for performance targets and in line with the interest of stakeholders. The survey covered the top 500 companies based on market capitalisation as at Dec 31, 2005.]

However, compared to international standard, there is still a dire need to improve upon the detailed disclosure of the directors’ remuneration. It was pointed out that Imperial Tobacco Group PLC provided a good model of disclosure of the remuneration and incentives for its directors. The format is tabulated as below:-

Name of Director:                   Designation:

Type Xx
Base salary Xx
Fee Xx
Supervisory board fees Xx
Bonus Xx
Pension salary supplement Xx
Benefits in kind Xx
Sub-total Xx
Long term incentive plan Xx
Share matching scheme Xx
Total for 2006 Xx
Total for 2005 Xx

If with the lack of transparency on directors’ remuneration policy and performance criteria that are linked to the rewards, this will make it difficult for shareholders to make a proper assessment of the rewards and evaluate whether directors are being paid what they are worth.

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