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CAPE TOWN - A report by Moneyweb has found that about less than 66% of N shareholders voted against the remuneration policy for executives.


Close to 74% did not vote in favour of giving directors authority of shares that were not issued.


At the recent Naspers AGM problems concerning corporate governance, that the shareholders had, come to light, according to the Sunday Times.


However Naspers CEO Bob van Djik said that the policy and its practice is “fit for purpose and compare well to those of many of our global peers".


Allan Gray announced that they were going to vote against the remuneration policy. Pieter Koornhof an investment analyst at Allan Gray said that the pay plan was not in line with the interest of shareholders and the performance targets seemed too easy to achieve.


Allan Gray have previously voted against the policy according to proxy voting documents for the years 2015 and 2016.


Allan Gray have been previously involved in the shake up of construction company after asked for the restructuring of the board for the company and the removal of 5 non executive directors.

The Old Mutual Investment Group whose voting documents are public also voted against the payment policy this year and in 2016. Other companies such as Prudential and Mergence, both investment management companies, also voted against the resolutions.

The company’s dual class shares ensure that the resolutions continue to get passed. The A shareholders that hold a big chunk of 68% shares are closely associated with company directors and for the most part vote together. The main problem seems to lie in management taking authority of shares that have not been issued and, according to Peter Takaendesa of Mergence giving management the shares allows them to give shares for acquisitions to stop being acquired themselves.

Due to the structure of Naspers it seems that the company will continue to pass policies and resolutions even if the N shareholders do not agree to them.


Also read: Naspers’s Bekker Defends Keeping $132bn Tencent Stake