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P4p Analysis Scandinavian Companies

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P4p Analysis Scandinavian Companies MIND THE GAP CEO Remuneration and the Scandinavian Corporate Governance Landscape September, 2017 September 2017 1 INTRODUCTION The corporate governance landscape has been realized compensation grew by 9,427%, TSR of changing and executive remuneration has been, and the company also dropped by 1,645% compared continues to be, a topical issue engaging the attention of to 2015. investors, corporations, politicians, the media and The least paid CEO was Bjørn Kjos of Norwegian society. Scandinavian corporations are not exempted Air Shuttle ASA. The company showed a from this phenomenon. Excessive executive negative shareholder return of 11%. compensation continues to make headlines almost every There was no female CEO who made it to the list year in most parts of the world. It is worth-noting that, of ten highest paid CEO among Scandinavian since Annual General Meeting results are not disclosed companies. However, the CEO of Swedbank in Scandinavia, it is relatively an arduous task to track Birgitte Bonnesen and CEO of Skandinaviska post engagement results of issuers and their Enskilda Banken AB Annika Falkengren were shareholders. Even though the minutes are available to among the ten CEOs who had the highest shareholders, it is not mandatory for the company to increase in total realized compensation from disclose the voting results on the company’s website. 2015 to 2016. The companies included in this analysis are the most Companies are placing a lot more emphasis on liquid companies listed in each country which are long-term variable pay per our analysis. The covered in OMX Copenhagen 20 (Denmark), OMX base pay and short-term incentive elements of Stockholm 30 (Sweden), OMX Helsinki 25 (Finland), and pay structures have relatively decreased and the OBX 25 (Norway). However, since some companies did long-term incentive elements have increased. not disclose the compensation for the Chief Executive Norway is the only country that showed an Officer on an individual basis; we excluded those increase in percentage of base pay. However, companies from the analysis. In total 85 companies were they rebalanced variable pay towards long-term incorporated in this analysis, 13 companies from incentives (LTI) from short-term incentives (STI). Denmark, 28 companies from Sweden, 23 companies Analysis performed by Directorinsight shows from Finland, and 21 companies from Norway. that at least 30% of the Scandinavian companies display a negative misalignment between pay Key Findings: and performance (Total Shareholder Return) on a one, three and five-year basis. Board remuneration reporting & disclosures are not as transparent. The resonating fact is that almost In 2016, the CEO's average total realised compensation rose by 25% against 2015. all the codes in the region However, the average TSR dropped by 16%. encourage the need to link The CEO of Fingerprint Cards, Jörgen Lantto, was the highest paid CEO among the Scandinavian compensation to determinable companies, for the financial year 2016, used in performance across determinable this analysis. He also had the highest increase in number of years. realized compensation. From 2015 to 2016, his 2 CORPORATE GOVERNANCE Remuneration that has been paid out without grounds CODE’S shall be reclaimed in accordance with the regulations on returning an unjust enrichment. Sweden Denmark The Swedish Corporate Governance Code recognizes the The Danish Corporate Governance Code states that importance of linking performance to executives and as when remunerating management, there should be such states that variable remuneration is to be linked to transparency and clarity about all important issues predetermined and measurable performance criteria regarding company policy and remuneration should aimed at promoting the company´s long-term value support long-term value creation for the company. The creation. Share and share-price related incentive variable component of the remuneration (the incentive programs are to be designed with the aim of achieving pay scheme) should be based on actual achievements increased alignment between the interests of the over a period of time with a view to long-term value participating individual and the company’s shareholders. creation so as not to promote short-term and risky The vesting period from the commencement of an behaviour. The code also stipulates that when agreement to the date for acquisition of shares should remuneration includes variable components, there not be less than three years. Referring to executive should be limits on the variable components of the total share ownership, the code also states, among other remuneration package. The following points were also things, that programs that involve acquisition of shares enumerated: are to be designed so that a personal holding of shares in a company is promoted. Variable remuneration paid a reasonable and balanced linkage to be ensured in cash is to be subject to predetermined limits between remuneration for governing body regarding the total outcome. members, expected risks and the value creation for shareholders in the short and long-terms; Finland there should be clarity about performance The Finnish Corporate Governance Code states that criteria and measurability for award of variable remuneration must promote the long-term success of components; the company and as such Non-executive directors there should be criteria ensuring that qualifying (NEDs) are stopped from participating in the same periods for variable components in incentive plan like the executives. Such scenario may remuneration agreements are longer than one hamper the long-term success of the company and calendar year; and breed conflict of interest. Remuneration must be based an agreement is made to which, in exceptional on predetermined and measurable performance and cases, entitles the company to reclaim in full or result criteria. According to the rationale, with regard to in part variable components of remuneration variable components, the period for which the fulfilment that were paid on the basis of data, which of the set performance and result criteria are evaluated proved to be misstated. (earning period), must be specified. The company should set limits to the variable components remuneration. In addition, the company may require that the remuneration for the earning period be disposable only after a certain predetermined period once the earning period (restriction period) has closed. The company may also require the executive to retain part of the shares received as remuneration. 3 Norway structure that is selected. Any share option schemes For the Norwegian Corporate Governance Code, greater should be combined with direct ownership of the emphasis was placed on performance related underlying shares in order to make the interests of compensation being such that it discourages short-term members of management more symmetrical with those approach from management. Performance related of the company’s other shareholders. In order to reduce remuneration should not be damaging to the company’s the risk of a misrepresented financial result, the dates of long-term interests and should be subject to an absolute vesting, issue and exercise of options and other limit. Where a company's earnings or share price are performance-based remuneration should be spaced out heavily influenced by external forces, the board of over time, and any shares acquired through the exercise directors should consider using other forms of incentive of options should be subject to a minimum period of arrangement where the incentive can be linked to ownership. Executive personnel should be encouraged quantifiable targets over which the executive personnel to continue to hold a significant proportion of shares has a greater degree of influence. Great care should be they receive beyond the expiry of the relevant lock-up taken when awarding options or similar benefits to periods. The company should seek to ensure the right to executive personnel. The board of directors should demand the repayment of any performance-related ensure that simulations are carried out of the effects of remuneration that has been paid on the basis of facts the structure of performance-related remuneration as that were self-evidently incorrect, or as the result of part of the evaluation of the possible outcome of the misleading information supplied by the individual in question. Summary of Corporate Governance Code Promote long-term Recommend a Retention for non- Promote executive Country value creation variable incentive cap cash instruments Clawback share ownership Sweden ✓ ✓ ✓ * n/a ✓ Finland ✓ ✓ ✓** ✓ ✓ Denmark ✓ ✓ ✓*** ✓ n/a Norway ✓ ✓ ✓** ✓ ✓ * Minimum three years ** To be set by the company *** Longer than one calendar year OVERVIEW OF PAY vs. TOTAL SHAREHOLDER RETURN The average granted pay and realized pay kept growing in slow but at steady pace while the average Total Shareholder Return (TSR1) fluctuated along the years. The following graph shows how average (granted2 and realized3) pay and TSR of Scandinavian companies evolved from 2011 until 2016. 3.500.000 € 50% Average Pay vs TSR: Absolute Growth Average Pay vs TSR: Relative Growth 3.000.000 € 40% 40% 2.500.000 € 30% 2.000.000 € 20% 22%25% 25% 17% 14% 1.500.000 € 10% 8% 4% 6% 1% 3% 0% 2% 1.000.000 € 0% 2012-2011 2013-2012 2014-2013 2015-2014 2016-2015 500.000 € -10% -16% -28% 0 € -20% 2011 2012 2013 2014 2015 2016 Total granted pay Total realized pay Average TSR Total granted pay Total realized pay Average TSR In 2011, the average granted pay for CEOs among Scandinavian companies was EUR 2 million, average realized pay was EUR 1.8 million, and the average TSR was at -14.8%. In 2013, average TSR climbed by 14% relative to financial year 2012. However, it was not accompanied by high increase in total pay. The average realized pay increased by an insignificant amount to EUR 1.9 million and the average granted pay rose to EUR 2.2 million. When the average TSR dropped in 2014, the total granted remained at EUR 2.2 million and the average realized pay increased into EUR 2 million.
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