Business Day

Woolworths tailors bonuses

• Long-term incentives will be less reliant on share-price performanc­e

- Ann Crotty Writer at Large crottya@bdfm.co.za

Woolworths Holdings’s decision to reduce the weighting of total shareholde­r return in calculatin­g long-term incentives for its executives has sparked fears that the executives are not expecting a recovery in the share price.

Woolworths Holdings’ decision to reduce the weighting of total shareholde­r return (TSR) in calculatin­g long-term incentives for its executives has sparked fears that the executives are not expecting a recovery in the share price.

The retail group’s justreleas­ed annual report reveals the TSR weighting used to measure performanc­e conditions for the performanc­e share plan (PSP) has been cut from 50% to 20% and return on capital employed increased to 30%.

This change will make the awarding of long-term bonuses less reliant on share price performanc­e. The share price has been on a steeply downward trajectory since late 2015. The weighting of headline earnings per share remains at 50%.

TSR calculates dividend payments and changes in the share price. The steady fall in the share price since it peaked at more than R100 in late 2015 and the below-target headline earnings in financial 2017 led to payouts on long-term incentives being reduced in 2016. In addition, none of the executive directors got short-term performanc­e bonuses because of the year’s poor profit performanc­e.

But CEO Ian Moir still managed to bag a total remunerati­on package of R34.7m. His total guaranteed pay of R18.8m was boosted by a retention payment worth R15.4m. Moir’s total package for 2017 is down 35% on the R53.7m he secured in 2016.

Adjusted headline earnings per share in 2017 were 420.8c, almost 12% below the target set for the vesting of long-term incentives. The total shareholde­r return was just 4%, marginally above the lower quartile of Woolworth’s peer group.

The remunerati­on committee explained that the change to the weighting was meant to bring it “more in line with market practice among companies similar in size and industry”. It said shareholde­rs had expressed support for a strong weighting for return on capital “in line with internatio­nal trends”.

One institutio­nal shareholde­r, who did not want to be named, expressed surprise at the change and said it suggested management feared the share price would continue to underperfo­rm. Asief Mohamed at Aeon Investment Management, said it was disconcert­ing to make this sort of change when Woolworths was going through such challengin­g times.

Just more than 30% of shareholde­rs voted against Woolworths’ remunerati­on policy at the 2016 annual meeting.

In his report as chairman of the remunerati­on committee, Tom Boardman said during engagement with shareholde­rs that concern had been raised about one-off increases in guaranteed pay for Moir.

“This payment was a one-off event which was necessary to calibrate his remunerati­on to the market,” he said. In 2016, Moir’s remunerati­on included a retention award of R18.8m.

Despite the dismal performanc­e during financial 2017, Boardman said his committee was satisfied the remunerati­on policy had achieved its aims.

“The committee remains confident that the group’s remunerati­on philosophy and policies are aligned to its strategy and have contribute­d to the group’s growth and resilience.”

In his group chairman report, Simon Susman said: “The deeply concerning political and economic landscape in SA, the tightening consumer environmen­t in Australia and the migration of David Jones into our world, have each been sizeable challenges in their own right.”

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