TRA - Turners Automotive Group [previously TNR - Turners Limited]

[blackcap]

Hey Todd, if you are reading, can you please clarify why directors are seeking to get their directors increases backpaid to 2013? In the NOM explanatory notes it says:

Resolution 5
This resolution proposes to shareholders that the pool for Directors’ fees be increased from $665,000 to
$920,000 per annum per financial year, with effect from the financial year commencing 1 April 2013.

[Rawz]

Hey Todd, if you are reading, can you please clarify why directors are seeking to get their directors increases backpaid to 2013? In the NOM explanatory notes it says:

Resolution 5
This resolution proposes to shareholders that the pool for Directors’ fees be increased from $665,000 to
$920,000 per annum per financial year, with effect from the financial year commencing 1 April 2013.

Whaaaat? that cant be true

[777]

Whaaaat? that cant be true

Sounds like a typo.

[Rawz]

Sounds like a typo.

Oh yeah of course must 1st April 2023...

[blackcap]

Whaaaat? that cant be true

I presumed it is a typo, but they could make an amendment to the notice...

[777]

Post was in error.

[Snoopy]

Hey Todd, if you are reading, can you please clarify why directors are seeking to get their directors increases backpaid to 2013? In the NOM explanatory notes it says:

Resolution 5
This resolution proposes to shareholders that the pool for Directors’ fees be increased from $665,000 to
$920,000 per annum per financial year, with effect from the financial year commencing 1 April 2013.

Under my copy of the explanatory notes, for Resolution 5, my NOM states the date as from 1st April 2023. Mind you I get mine 'the old fashioned way' sent by post. Did the e-mailees get an earlier version that wasn't proof read?

SNOOPY

[Sideshow Bob]

Under my copy of the explanatory notes, for Resolution 5, my NOM states the date as from 1st April 2023. Mind you I get mine 'the old fashioned way' sent by post. Did the e-mailees get an earlier version that wasn't proof read?

SNOOPY

Probably slipped it in and held their breath....!!

​Just kidding.

[Snoopy]

I read the 17 page report from Strategic Pay. I don't begrudge some increase but will vote against the proposal for a 38.3% increase to $920k in total.

Like you ronaldson, I don't begrudge the directors some increase. But I will also be voting 'NO'.

The particular bit I didn't like in the 'Strategic pay' report was on page 10.

"Strategic Pay Limited's annual NZ Directors Fees Survey of February 2023 continues to indicate that between 25% and 40% of larger commercial companies pay separate committee fees (Among large Australian companies this is the norm). We support this unbundling practice as a means of tracking and rewarding actual workload and responsibilities and providing greater accountability and transparency."

This sounds like Strategic is thinking of directors as 'employees' of the company. They are not. They independent professionals who are already being paid very handsomely for their contracting work putting their wide work history experience to use in governance matters. If they don't like their pay rate they can leave (curiously in my decades of following the market, I cannot recall a single director leaving any board for that reason).

Australia is a different environment where the highly paid are on higher tax rates than in NZ (45% for incomes of $180k or more, vs 39% for NZ). So we could argue that Australia is just 'equalising' for that. Nevertheless, I am happy for NZ companies to use Australian directors fees as a reference for pay rates, provided they do the same for their own company workers within NZ (which I think puts an end to that argument).

Unless things go very wrong, a governance roll is normally ticking boxes that have already been filled in by other professionals who have already been highly paid in their own right. IMV, governance should be about 'the big picture', not shuffling through the minutiae of business deals on a 'paid per hour' basis. Let the employees of the business do that job.

I notice the StrateicPay review also said on p12:
"Finally since our recommendation involves large percentage increases, you may choose to stage the increases over two years rather than adopting the full adjustments immediately."

The board seems to have gone tone deaf on that suggestion.

SNOOPY

[ronaldson]

Idea of the week - Turners should license Tina to the National Party for election advertisements - no change of clothing required, just the logo.

"You know what I like - Votes Votes Votes "

Would be brilliant!

Even thou I am an ACT supporter in real life I was very disappointed no one responded to my post above. The possibilities are almost endless!

Snoopy - Yes, agree. I have now proxy voted all three holdings over which I have control (including the shares acquired under #7869, now vested) against the motion to increase the director fees. No remorse here.