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South Africa: Good Pay Rises for JSE Directors


Business Day (Johannesburg)
 

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Business Day (Johannesburg)

14 May 2008
Posted to the web 14 May 2008

Renée Bonorchis
Johannesburg

A NUMBER of the nonexecutive directors at the JSE experienced a rise in pay of more than 20%, according to its annual report.

Chairman Humphrey Borkum's retainer fee went up 37% to R657000 despite the fact that the Public Investment Corporation (PIC), a large shareholder in the JSE, usually votes against nonexecutive increases of more than 10%.

However, JSE deputy CE Nicky Newton-King said this week the PIC may need to review its policy in light of rising inflation. Consumer price inflation less mortgage payments (CPIX) went up 10,1% in March and wage negotiations this year are expected to push for increases of 10% or more.

She said adjustments had been made to nonexecutive pay because it was out of line with benchmarks. Another shareholder, Regarding Capital Management (RE:CM), voted against the appointment of director David Lawrence on the basis that he was deputy chairman of Investec Bank, which could lead to a potential conflict of interest between the JSE's shareholders and Investec shareholders.

"RE:CM has a particular position on this," Newton-King said, "but when we put the resolution out, not one of the other shareholders was concerned about the potential conflict. The PIC didn't raise it either."

That brings to three the number of directors at the JSE who may be conflicted, if you add Lawrence's name to Borkum and Andile Mazwai, head of Barnard Jacobs Mellet. But Newton-King said the board had been hand-picked in 2000 and that it was almost impossible to pull in people with the necessary expertise who were not in some way connected to the JSE.

Director Gloria Serobe of Wiphold had the worst attendance record at board meetings. She made it to three of the five board meetings last year and missed one of the three audit committee meetings. JSE CE Russell Loubser attended all the board meetings, but missed three of four risk management committee meetings.

Newton-King said the JSE worked hard to get people to come to board meetings and scheduled these around their diaries. She said Serobe had been a "very important and active member of the JSE's board" and that attendance records were debated regularly.

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Another issue that arose in the annual report was that many directors of the JSE would soon have been on its board for eight years or more which, in terms of the UK's thinking on corporate governance, would mean they were no longer independent.



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