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SUNDAY BUSINESS |
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Sunday, 21st March 1999. |
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Goodison 'earns too much for non-exec' |
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By Richard Northedge |
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Sir Nicholas Goodison's role as deputy chairman of Lloyds TSB is under attack from institutions that claim that he is not a non-executive director. They say he is a full-time director whose £260,000 pay exceeds some of the bank's executive directors, and is a member of the pension scheme, holds share options and receives a profit-sharing bonus. |
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Manifest, a proxy voting agency that alerts investors to corporate governance issues, has written to its institutional clients saying: "Shareholders may wish to consider where the line between executive and non-executive director falls." The agency queries Goodison's seat on Lloyds' audit committee because of his full-time status. He also sits on the nomination committee to select other directors and the chairman's committee. |
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John Parrott, head of corporate governance at insurance group CGU, whose £45bn portfolio includes Lloyds shares, said: "This raises questions that we're going to look into." Ironically, CGU owns stockbroker Quilter Goodison, where Goodison, 64, was senior partner while also chairing the Stock Exchange for 12 years. |
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Goodison is not listed in the bank's report as an executive but a spokeswoman said: "He is very hands-on and puts in long hours. He also quite often works at weekends." His fees are seven times higher than the bank's average non-executive payments. He received a further £25,000 under a profit-sharing scheme last year, plus £73,000 in other benefits. He owns £7m of bank shares and has options to buy 119,000 more at 197p compared with the current 927p market price. |
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Lloyds' annual report says it complies with the Stock Exchange governance code. But Manifest says: "The statement on compliance with the code should have noted Goodison's position on the audit committee and explained the reasons for his membership. Furthermore, the company does not state who of the non-executives it considers to be independent, nor does it identify those, such as Goodison, that they consider are not. This does not comply with the code." |