| BACKLASH: Mark Selway was praised by his chairman, but shareholders were unhappy with golden shackles'. |
Almost 15% of shareholders in Weir, Scotland's largest engineering group, yesterday expressed their displeasure at a plan to pay the company's chief executive Mark Selway an extra £3.5m to stay.
The head of the Glasgow-based company also told The Herald that "ideally" he would like to spend up to £140m on two "bolt-on acquisitions" this year.
"There's still a lot out there," Selway said.
He said he was "done with selling things and closing things down", in reference to a number of recent disposals, including the sale of Weir Pumps to Scottish engineering entrepreneur and former Weir apprentice Jim McColl, as well as nuclear specialist Strachan & Henshaw to Babcock International.
Meanwhile, the shareholder backlash against Australian-born Selway's golden shackles marked a major protest vote at yesterday's annual meeting at the Burrell Collection in Pollok Country Park, on the southside of Glasgow.
The vote against the so-called "conditional award agreement", which was designed to provide Selway with a "one-off" multi-million-pound pay-out as an enticement to stay with the group for at least three years, came in at 14.63%, or around 16.7 million shares - a substantial shareholder protest by any standards.
Votes were withheld by investors owning a further 4.5 million shares.
While there was little disapproval among the 20 or so shareholders who attended the meeting, just over 85% voted in favour of the deal - a markedly weaker result than the other 16 resolutions, most of which were carried at 99%-plus in favour.
Under the terms of the new arrangement, which come during a year in which the chief executive oversaw the sell-off of the company's historic Weir Pumps business, Selway could be in line for a "one-off" award of £3.5m in shares if he stays with the group for three years.
Shareholders were yesterday told that award was closely linked with Weir's financial performance.
A letter to shareholders from Sir Robert Smith, Weir's chairman, states: "The remuneration committee wishes to ensure that the vesting of this award is closely linked to the group's performance."
It adds: "Mr Selway will receive a conditional award of shares with a value of £3.5m at the grant, which will vest in three years' time, subject to specified performance conditions.
According to a letter to shareholders, Selway's award will still pay out in the event of "injury, disability or death".
The letter also notes that the award will lapse if Selway were to leave Weir within three years, unless his departure is caused by injury, disability, death or "retirement without taking up any executive decision".
The one-off payment will come in addition to Selway's regular remuneration. The chief executive enjoyed a surge in his annual remuneration through the £1m-mark in 2007. He already received more than £1m on top of this under a long-term incentive plan.
Weir Group's annual report revealed that Selway's £1.27m of remuneration for the year to December 28, 2007, comprised salary of £541,822, a bonus of £683,100, and benefits of £44,097.
On top of the £1.27m last year, Selway received 142,801 Ordinary shares in Weir in 2007 as awards made conditionally in 2004 under a long-term incentive plan vested in full.
Selway yesterday declined to comment on the prospective £3.5m award, and a company spokeswoman referred The Herald to the chairman's remarks at the annual meeting.
Smith yesterday told the annual meeting: "Mark Selway joined Weir in the middle of 2001 and put in place a five year strategy plan in 2002.
"During the five-year period from 2002 to 2006, 13 non-core businesses have been disposed of, significant improvements have been achieved, partly through increased investment, to bring margins up to industry best and there has been significant global expansion.
"The order book has gone up by 70%, profits by 41%, cash generation by 94% and the share price from 212p at the end of 2002 to over 700p at the current time."
He added: "Mark's performance speaks for itself. He is an inspirational leader, whose energy and focus is well known.
"However, Mark has no intention of leaving in three years, and this should not be taken as a signal suggesting that."
One shareholder, who gave her name as Mrs Adamson, asked: "What happens after three years?"
Smith retorted: "We can't do five or 10 year incentives. I was more concerned he might go back to Australia next Tuesday."
Shares in Weir yesterday climbed some 2.4%, or 24p, to 880p.
The company, meanwhile, said it was confident of achieving its targeted pre-tax profit figure of £140m on the back of growth in input and revenue in the first quarter.
It said its financial performance remained strong, with growth in input and revenue in the first quarter reflecting continued buoyant market conditions across the mining, oil and gas, and power sectors.
Selway added: "We're fully in the long-cycle market, and that's the right place to be. We're not just a pump maker anymore."
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