09/10/2007
The Australian
http://www.theaustralian.news.com.au/story/
Murdoch earns $39m while activists push for changes at News
Jane Schulze
NEWS Corporation chairman and chief executive Rupert Murdoch has
scored a 24 per cent increase in his total annual salary to $US32.1 million
($38.8 million), almost mirroring the company's 22 per cent rise in annual
net profit to another record.
Mr Murdoch's base salary of $US8.1 million was enhanced with a bonus of $US15.7 million -- but that was down on last year's larger bonus of $US21.1 million. But that year Mr Murdoch earned a lower base salary.
But Mr Murdoch was again trumped as the group's highest paid executive by News president and chief operating officer Peter Chernin, who scored a total pay packet of $US33.9 million.
While Mr Chernin received a $US10.3 million cash bonus, a large proportion of his salary ($US12.9 million) was in stock and may not have yet vested. Mr Murdoch's "stock award" was a much lower $US1.01 million.
The salaries were revealed in the notice of annual meeting for News -- owner of The Australian -- which was released yesterday.
The document also revealed News shareholders will be asked to vote on resolutions put by US shareholder activist Evelyn Davis and Australian activist Stephen Mayne at the annual meeting in the US on October 19.
Ms Davis's proposal, which is not supported by the board, is for all board directors to be re-elected annually.
Mr Mayne's proposal, which is also not supported by the board, is to replace News's dual share structure (which has voting and non-voting stock) with a single class of share. Mr Mayne argues that would reduce the Murdoch family's voting control to less than 15 per cent and "this would likely trigger a re-rating of the stock as investors build in a potential takeover premium".
In response, News's board said that keeping the two classes of stock with different voting rights was in shareholders' best interests.
"The board believes (the dual structure) promotes stability and continuity in the leadership and management ... which allows it to focus on long-term objectives, enhances the company's ability to attract and retain staff and provides the company with greater flexibility in financing its growth," it said.
Dean Paatsch, Asia-Pacific vice-president of Institutional Shareholder Services, said the proposal "raised some interesting arguments".
"I imagine some shareholders would be sympathetic to the view that a single class of shares would improve their position," he said.
However, the likelihood of any takeover premium is diminished by News's existing poison pill -- implemented by the board in 2006 -- to fend off a hostile takeover. The current pill, which triggers a massive dilutionary share issue if breached, does not expire until October 2008 and could be extended.
However, the notice said that if Mr Mayne's proposal was approved by shareholders, it would "not itself eliminate the company's dual class structure but rather it would be an advisory recommendation to the board".
Shareholders are also being asked to vote on the re-election of Mr Murdoch and three other board directors for a further three years. The board has recommended their re-election.
In August, News reported an annual net profit of $US3.54 billion -- its fifth successive record profit.
Copyright 2007 News Limited. All times AEST (GMT +10).
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