A handful of votes may make the difference – so good governance and stakeholder engagements are key

Managing the strike/spill risks that many companies now face annually requires transparent remuneration governance framework, clear communication and engagements that go beyond mere compliance.

Even when a strike against the remuneration report is not linked to remuneration, effectively addressing and disclosing remuneration governance does reduce the number of votes against the remuneration report. When a handful of votes can make the difference, it is better to prepare and institute the right approaches to help ward off a crisis before it arises.

GRG assists clients with managing their engagement with stakeholders on remuneration governance issues by:

  • Engaging with proxy advisors, fund managers, the Australian Shareholders Association and major shareholders to gauge attitudes and help resolve issues before they arise;
  • Reviewing remuneration disclosures and compliance to assess alignment with best practices and regulations;
  • Designing and executing compelling shareholder KMP remuneration communication programs;
  • Reviewing or drafting compelling remuneration governance framework discussion papers, documentation and related policies;
  • Reviewing incentive plan measures and rules to minimise strike risks associated with the normal operation of incentive plans under varying circumstances;
  • Reviewing or drafting Remuneration Reports that are both legally compliant and provide the clear shareholder disclosures on which they can  easily make more informed voting decisions;
  • Drafting notices of meetings for AGMs and EGMs to address voting on both the Remuneration Report and approval of equity grants , as well as LTI plan approval allowing grants to be excluded from the 15% annual limit on new issues that can be made without approval;
  • Attending AGMs/EGMs to assist in responding to shareholders via presentations, Q&A or casual discussion;
  • Responding to Remuneration Report strike votes and comments made by shareholders to manage issues and satisfy legal requirements.