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ARN board faces investor scrutiny over executive pay ‘excess’

Influential proxy adviser ISS has taken issue with the performance rights proposed for ARN’s CEO, along with executive pay and the re-election of a director.

John Buckley
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ARN’s six-person board, led by chairman Hamish McLennan (pictured above), will front shareholders next week nearly a year after its bid to acquire Southern Cross Austereo fell apart. AP/Mark Baker.

ARN Media’s largest investors have been urged by an influential proxy adviser not to grant performance rights to CEO Ciaran Davis and to vote against executive pay, as the company’s board prepares to front shareholders next week.

In a report circulated among clients ahead of next Thursday’s annual general meeting, proxy adviser Institutional Shareholder Services (ISS) recommended a vote against granting Davis 1,218,849 performance rights worth about $863,067.

The report, obtained by Capital Brief, said a vote against was warranted because specific earnings-per-share performance targets had not been disclosed.

ISS also recommended investors vote against the company’s remuneration report, given Davis has already been granted 1.01 million retention rights valued at $960,000 — or 80% of his total fixed remuneration — on top of his total incentive plan.