|
By Ed Silverman //
October
29th, 2008 // 4:50 pm
Eager to appease anxious
shareholders, the drugmaker quietly disclosed plans to mail a ’say on pay’
questionnaire to shareholders with its 2009 proxy. And the results will be
available in the compensation, discussion and analysis section of the 2010
proxy statement.
“This survey is evidence
of our commitment to seek and consider shareholder input, as we did in 2006
with the shareholder survey on majority voting for directors,” Pat Russo,
who chairs the board’s nominating and corporate governance committee, says
in
a statement, which is tucked away on the
Corporate Governance page of the
Schering-Plough web site.
The survey stops short of
the advisory vote on compensation offered by some US companies, but may
benefit investor relations,
IR magazine notes. Although Paul Hodgson,
senior research associate with The Corporate Library, says this is a good
first step to gauge interest. “This is a very interesting move, particularly
the offer to include shareholder comments in the CD&A,” he tells the mag.
“It is true also that it is a good follow-on from their seeking input on
majority voting in 2006.”
Presumably,
Schering-Plough is hoping to head off annual votes, although the company did
not indicate how often it intends to conduct its pay survey, according to
the Risk & Governance blog.
A questionnaire should give the compensation committee more nuanced
information than an up-or-down vote and would take proxy advisors out of the
equation.
Good first steps aside,
we do wonder how the subject of options and bonuses given Hassan will be
handled, and how shareholders will react (see back story
here and
here).
Rich Koppes, a former
general counsel at Calpers, the California Public Employees Retirement
System and now running a program at Stanford Law School, will oversee the
process and report survey results.
© 2007- 2008 Newark Morning
Ledger Co. |