Country Life publisher suffers another uproar over boss’ £40m pay package

The publisher of magazines including Country Life and The Week suffered its second straight upset over plans for a £95million bonus scheme.

Future’s compensation plans failed to win the support of 60% of shareholders who voted at its annual meeting after advisory firms called for action on the deal that could hand over to chief executive Zillah Byng -Thorne, over £40m.

The scheme could award executives and staff shares worth up to £95million a year over three years.

Ms Byng-Thorne received a 14% fee under the scheme. His salary rose 21% last year to £575,000 under the policy, meaning his total salary could rise to £3.3million thanks to bonuses.

The plan is triggered if the total shareholder returns the top 10 percent and the share price rises above £19.42.

Glass Lewis, a proxy advisory firm, warned the policy could lead to “excessive payouts”.

“We believe this plan could potentially lead to extremely high payouts to executives based largely on general economic factors beyond management’s control, which we believe is not in the best interests of shareholders.” , did he declare.

Institutional Shareholder Services, another shareholder advisory group, also urged investors to block the company’s compensation plans. He warned against plans to pay bonuses to Rachel Addison, the former chief financial officer, in cash rather than stock.

ISS added: “Deferred compensation is much more easily recoverable than compensation already paid in cash. The former are subject to the malus (cancellation of deferred but not released) but the latter would only be subject to clawback. , which might be impractical or in fact impossible (from a legal perspective) for the company to apply.”

In a statement to the stock exchange, Future said: “The plan is directly aligned with shareholder interests and will only vest if the business delivers exceptional performance. Future has a longstanding policy of keeping compensation under review. and constructive engagement to ensure it is aligned with the shareholder and employee experience.

The company added that the board was grateful for feedback from shareholders and would continue to “engage constructively” with them.

Investors revolted against the bonus system last year, with nearly 36% of shareholders voting against the company’s compensation plan.

However, the publisher defended the compensation deal in the face of opposition from investors. He said at the time that he had consulted on the plan and that the arrangement reflected “constructive feedback” from investors.

Future again defended his plans. He said Ms Addison’s rewards program was designed to compensate for a decision by the compensation committee to let two tranches of compensation to which she was entitled expire.

He said Glass Lewis representatives had declined to engage with Future on the compensation report and that his advice did not “fully” reflect the conversations the company had had with shareholders.

Future has pursued acquisitions to boost its growth strategy, with investors backing its £594m takeover of GoCompare owner GoCo Group. It bought up specialty magazines and websites, cutting costs and relaunching them as web-focused titles that encourage readers to purchase products from e-commerce sites.

The shares fell more than 8% to £31.15 but are 70% above their level at this time last year.

Meanwhile, the world’s largest restaurant group, Compass, also suffered a shareholder revolt on Thursday, with nearly a third of investors voting against its pay policy.

As part of the changes, Compass had suggested increasing the maximum amount that its chief executive, Dominic Blakemore, could receive under its employee rewards plan from 300% to 400% salary, and from 250% to 350% for the other executive directors.

ISS had urged investors to vote against the change, saying the “company’s rationale is not considered compelling enough to justify the significant increases in award levels.”

Compass responded to the vote by saying it would engage with shareholders to understand their concerns, but the policy would be in effect for three years. “The Compensation Committee continues to believe that the new compensation policy is balanced and fully aligned with the interests of Compass and our shareholders.”