We are advocates for transparent markets, accountable corporations and responsible investments

PIRC is the UK's leading independent research and advisory consultancy providing services to institutional investors on corporate governance and corporate social responsibility.

Since 1986, it has been the pioneer and champion of good corporate governance within the UK. PIRC has a wide spectrum of clients ranging from pension funds, faith-based investors, trade unions to banks and asset managers. Its Corporate Governance Service is an authoritative and vital resource for active investors, whilst its widely-read Shareowner Voting Guidelines provide a market-wide benchmark for investors and forms part of the movement for corporate governance reform and long-term wealth creation strategies for responsible investors. For more information about PIRC or to arrange a meeting, contact Janice Hayward, or call us on 0207 247 2323.

Tesco investors revolt against board pay plans

Sat, 2010-07-03

The Independent

Tesco suffered the biggest blue-chip shareholder rebellion this year after nearly 40 per cent of investors voted against its remuneration report at its annual general meeting yesterday.

Some lobby groups directed particular anger at the £4.3m total pay awarded to Tim Mason, the head of the supermarket's loss-making US business, Fresh & Easy, for the financial year to the end of February.

However, Tesco succeeded in getting the resolution on its remuneration report passed, with 62.3 per cent of the votes in favour. The critical threshold was 50 per cent, with 37 per cent of votes were cast against its pay policy.

A spokesman for Tesco said: "Obviously, some shareholders have expressed their concern and we will be, as you would expect, engaging with them going forward." The revolt by Tesco investors is the largest this year at a FTSE 100 company – bigger than the 32 per cent of votes cast against the remuneration report of the mining group Xstrata, and 16 per cent against that of the consumer goods company Reckitt Benckiser.

It is the sixth-biggest protest vote over pay in the past decade and puts down a marker for Marks & Spencer's annual meeting later this month. The M&S chief executive, Marc Bolland, could earn up to £14.8m this year.

While the mood at the Tesco AGM was combative when directors were answering questions about its US operations, the chief executive Sir Terry Leahy, who is retiring in March, was given a standing ovation.

Furthermore, all of Tesco's board directors, including Mr Mason, were re-elected and received more than 90 per cent of the votes cast. Several lobbyists expressed concern about the Tesco board's pay in the run-up to yesterday's vote, including the corporate governance company PIRC, the pension-fund adviser Risk Metrics, and CtW Investment Group, a US firm which works with pension funds that have stakes in Tesco.