The AFR ran a front page story
this morning headlined “Payback time: shareholders vote against big
salaries,” which suggested the non-binding votes on remuneration
reports showed plenty of concern among investors. However, the paper
has cranked up the numbers by including the “abstain” votes with the
“against” votes to come up with a higher overall “protest” figure.

The
AGM season is now about half finished and I thought there would be
higher “against” votes on remuneration reports than what has been seen
so far. John Fairfax is the most likely top 100 company to face a
defeat on November 18 after Fred Hilmer’s totally unjustified $4.5
million golden goodbye.

Pharmaceutical R&D company Novogen
is undoubtedly a disgrace after copping a season high 72.5% primary
“against” vote on the proxies and then going for the “passed by a show
of hands” rort for the second year in a row when a pay resolution was
in dire trouble.

Novogen’s deception at last week’s AGM even
flushed out Dean Paatsch, one of the powerful proxy advisers for the
global firm Institutional Shareholder Services, to make public comment
as you can see here in The Age.

Check out Novogen’s original and amended proxy results announcement here.
Don’t you just love the accompanying commentary: “The majority vote on
the show of hands in favour and the 12.5% proxy vote against was noted
by the chairman for this non-binding ordinary resolution.”

What
tosh. A show of hands from the floor is meaningless and there were only
4.62 million votes in favour of the remuneration report and 12.2
million votes against. Because it has 97 million shares on issue and a
relatively low 20% turn out, this is how they could claim only 12.5% of
the total share capital rejected the remuneration report.

Given
that Novogen hasn’t delivered any share price performance for two
years, they can’t run the same argument as Consolidated Minerals CEO
Michael Kiernan who had his pay deal scuttled by institutions after
creating a lot of value and then resigned in a huff, triggering a share
price slump. On this one, the institutions should back down.

Check out the flurry of recent ConsMin announcements here and a six month comparative share price graph here.
Kiernan is the former truck driver who got the stock up from 60c in
July 2003 to a peak of more than $4.30 when his latest pay deal was
framed three months ago. His resignation saw the shares tank from $4.12
to $3.12 in a month but his return got the shares back to $3.30
yesterday.