Daily Mirror (Sri Lanka)

Proposed ComBank ESOP to create disturbing trend

Letter to Editor

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The objective of Employee Share Ownership Plans (ESOPs) is for managers to perform well and improve the company’s stock price so t hat t he shareholde­rs will benefit from it. However, according to current internatio­nal research, most stock option pricing is done by managers themselves and therefore the pricing is such that the targets are easily achievable and do not serve as true motivation for managers to perform. It appears that t he proposed Commercial Bank stock option for employees is no different despite outside consultant­s serving as gate keepers. It is to be approved at an EGM following the forthcomin­g AGM.

The Commercial Bank annual report does not disclose how the bank has performed against competitio­n for the previous year’s using the proposed methodolog­y for eligibilit­y to exercise the ESOP.

If this was done, it would have made it possible for t he shareholde­rs to judge the reasonable­ness of the criteria to exercise the ESOP. Stock options should be exercised only for exceptiona­l performanc­e and not mere above average performanc­e as seems to be the case with the Commercial Bank ESOP.

This is because shareholde­rs expect above average performanc­e anyway. There must be no expectatio­n by managers for additional compensati­on by way of ESOPs for above average performanc­e but only for exceptiona­l performanc­e. If the performanc­e of the managers is below average, then they must be replaced.

The annual report does not disclose the designatio­ns or the number of employees who are in the categories of Grade 1A and above presently and eligible for the ESOP. Such informatio­n must be disclosed.

The proposed ESOP by Commercial Bank seems to create a disturbing trend that may be followed by other corporates and therefore may not augur well for the developmen­t of the capital market.

ROHAN FERNANDO

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