While this Singapore Government
and the Singapore Press - which they control - continue to trumpet
about the huge disparity of Ministerial and Civil Servants' wages
compared to the Private Sectors, they have not been honest to also
publicise the REVOLT OF THE
SHAREHOLDERS.
The Revolt of the Shareholders have already started as early as
1995, when shareholders in the US became disgusted and
disillushioned with the atrociously high remuneration package
awarded to CEOs and the Top Management.
New age of pay topples old ideas,
rewards performance
EXECUTIVE COMPENSATION REPORT
CARD
EDWARD IWATA, OF THE EXAMINER STAFF Examiner
researcher Kirsten Neilsen contributed to this story.
Sunday, August 27, 1995
(08-27) 04:00 PDT
SAN FRANCISCO BAY AREA --
The shareholder revolt against greedy corporate executives and
bloated paychecks has struck Bay Area companies like a
windstorm.
Most local corporations are seeking to motivate their top
executives with long-term incentive pay and carrots in the form of
stock options, according to a study of 300 Bay Area firms by the
Examiner and the Compensation Design Group, a San Francisco-based
consulting firm that specializes in executives' pay packages.
In the average pay package of a Bay Area executive, an impressive
62 percent of compensation came in stock-option grants. Only 38
percent of the total pay came in base salary and cash
bonuses.
In the Dark Ages of corporate pay plans, before the executive pay
reform movement led to new federal rules three years ago, many
bosses lapped up $1 million-plus salaries, fat cash bonuses and
megagrants of stock options. They enjoyed their hefty compensation
even if their companies blew the bottom line or stunk up the stock
market.
Not anymore. Pigging out at the corporate trough is becoming
extinct - at least in public companies with alert
shareholders.
More companies are adopting the national compensation trend knowns
as "pay-for-performance." The new philosophy is simple: If an
executive's company soars like Michael Jordan, his or her bonus and
stock options take flight, too.
In the end, the thinking goes, pay for performance better serves a
corporation's financial health and its stockholders, who provide
equity and capital for publicly traded companies.
"Companies are moving away from fixed pay, such as salaries, and
more toward risk-oriented incentive pay," said Frank Glassner, the
founder and chief executive officer of Compensation Design Group.
"That's a good sign."
The Examiner's study found that in San Francisco's Financial
District, for instance, salaries were relatively low last year at
Charles Schwab Corp., the thriving discount brokerage.
But executives enjoyed handsome yearly and long-term bonuses of $1
million to $2.5 million linked to growth in sales, profit margins
and return on equity.
A short stroll away, executives at TransAmerica Corp. can bank on
big stock options only if the company's stock passes a minimum
threshold.
At Seagate Technology Inc., the Scotts Valley disk-drive maker,
executives pocket only 60 percent of their bonuses in cash. The
rest of the bonus money is deferred and must go toward stock
options.
Cash-based payouts didn't exactly go south, however.
Local bosses enjoyed an average payout of $394,000 in salary,
bonus, retirement contributions and restricted stock, according to
the study. That's an 18 percent rise from the previous year.
The king? W.J. (Jerry) Sanders, the flamboyant chief executive at
Advanced Micro Devices Inc., who scooped up $6.3 million in
cash-based compensation. That's more than $17,000 a day - including
weekends.
Bay Area corporate moguls also thanked the stock-market gods last
year, cashing in an average of $870,000 in stock options. That's a
whopping 206 percent jump from $334,000 in 1993.
The biggest beneficiary: Kenny Liu, chief executive at OPTi, a
Santa Clara supplier of electronic computer components. The lucky
Liu exercised stock options worth a sweet $16.4 million.
But those big payouts are exceptions to the rule. The Examiner's
research clearly showed most Bay Area companies are dramatically
shifting their pay practices to reflect the new era in executives'
compensation.
"When it comes to compensation, corporate America is finally
getting with the program," Glassner said.
"There's no place to hide anymore."
Shareholders' revolt
It wasn't always this way. In the go-go 1980s bosses carted home
golden salaries and bonuses more befitting the Gilded Age than the
Era of Corporate Downsizing.
Angry investors - mostly giant pension plans such as CalPERS, the
California Public Employees Retirement System - waved the banner of
reform and turned the public spotlight on greedy bosses.
"A lot of conscientious CEOs are great performers who aren't paid
enough," said Graef cq (Bud) Crystal, a compensation expert in San
Rafael.
"But a lot of piggish CEOs are driven by excessive greed, pushing
for every last dollar they can get," Crystal said.
Finally, the uproar from activist investors led to strong reform
two years ago.
Pressure from CalPERS and other big shareholders played a role in
management and boardroom shakeouts and changes of strategy at a
number of big companies.
In January 1993, CalPERS met with outside directors of 12 companies
in efforts to spur performance.
Its hit list included Advanced Micro Devices, Boise Cascade,
Champion International, Chrysler, IBM, MacFrugals, Pennzoil,
Polaroid, Sears, Sizzler, Time Warner and Westinghouse.
In recent years, regulations have been changed to make it much
easier for shareholders to keep tabs on companies.
New disclosure rules by the Securities and Exchange Commission
require companies that are traded on the stock market to describe
their pay philosophy, show the compensation of their top five
executives and chart total shareholder return in comparison to
competitors'.
On top of that, the federal government - through Internal Revenue
Code 162(M) - slapped a $1 million cap on the amount companies
could deduct for their executives' salaries.
The regulatory impact has been dramatic.
Thousands of corporations now eyeball their pay packages like never
before. Vigilant board directors ask tougher questions of
management. A small army of compensation experts design pay
policies for corporate titans fearful of irate investors.
"Companies are largely complying with the spirit of the
regulations," said Roger Brossy, a principal with Sibson & Co.,
a New York-based compensation consultancy.
The pay revolution has even touched conservative corporations in
Japan. Sony Corp. recently adopted a stock-option pay plan for its
36 board directors. And consultant Glassner advises Toshiba Corp.
and Dai-ichi Kangyo Bank.