Important highlights from upcoming meetings, provided by Glass Lewis’ global research team
Crown Resorts Limited
Australian Securities Exchange – November 1
Crown Resorts’ executive chair, John Alexander, received just over A$3.5 million in fixed remuneration for the 2018 financial year. That’s 2.6x higher than the median for total fixed remuneration of the casino operator’s index bracket peers. As executive chair Mr. Alexander wears several hats, and the company notes that his fixed pay is less than the previous combined total employment cost of having an executive deputy chairman, a CEO, and a managing director.
That’s one way of looking at it, but investors who would prefer to make an external comparison will find it tricky. That’s in part because Crown simply doesn’t have very many listed industry peers in the local market, and in part because the board has neglected to disclose the specific group of companies which it considers to be its immediate global peers. However you look at it, that’s a lot of money that’s not at risk. That said, even the company’s long-term incentives don’t necessarily provide an appropriate at-risk structure – the SEIP plan relies on “plain vanilla” share options subject to an exercise price but no performance hurdles.
Pay setting isn’t not the only area where Crown’s investors might want more disclosure. The company hasn’t set out the actual targets used to determine short-term incentive outcomes, despite all key management personnel receiving at least 100% of target opportunity for 2018. That’s particularly noteworthy given the apparent losses sustained on the Las Vegas Alon project, sold during the year; the company hasn’t set out a full reconciliation but the total looks to exceed A$150 million.
Wagners Holding Company Limited
Australian Securities Exchange – November 1
Like a growing number of Australian companies, Wagners’ upcoming annual general meeting agenda includes a climate-focused binding constitutional amendment submitted by shareholders. In this case, the proposal would require the board to assume responsibility for ensuring that the company’s business is conducted in accordance with the Paris Agreement’s goal to limit global warming to 2°C. The proponent suggests that the board could include climate change risk management in the firm’s governance, strategy, and operations, avoid projects that are inconsistent with a 2°C target, and even restructure executive compensation as necessary to accomplish these objectives. While the building materials industry is carbon-intensive, the resolution is primarily fueled by the company’s plans to help build an airport that would provide transportation service to workers at the highly controversial Carmichael Coal Mine project in Central Queensland. In 2017, a similar proposal was brought to a vote at Downer EDi, which ultimately abandoned its plans to help build the mine.