MDC Reelects CEO Nadal, Dispute Over Exec Pay

Miles-Nadal-AAMDC shareholders unanimously reelected founder and CEO Miles Nadal and the rest of his slate to new terms on the company’s board of directors, according to a company SEC filing. The vote took place at the company’s annual meeting in New York on Tuesday.

Shareholders were much less enthusiastic about Nadal’s pay package, however -- which neared $24 million in 2011, per company documents. That made him the highest-paid holding company CEO in Adland. About one-third of the shares voted at the meeting, totaling more than 7.6 million, were cast against the compensation package for the top executives at the company.

Among North American agency holding companies, that’s the highest margin by which shareholders have rejected senior executive pay packages this year.  



Last month, about 21% of the votes cast by Omnicom shareholders rejected the company’s executive compensation program. CEO John Wren’s remuneration was about $15 million last year, per company documents.

Less than 7% of votes cast at Interpublic’s annual meeting last month on the issue opposed the company’s pay plan. CEO Michael Roth earned $13 million last year. The votes were advisory, but companies say they take the results into consideration when setting compensation policies.

The MDC meeting was held late Tuesday in New York and was not open to the press. An MDC rep said the pay plan was not debated at the meeting.

Investors across Europe and the U.S. are demanding more accountability and justification for high executive pay.

But while North American Adland CEOs have been relatively mum in the face of growing shareholder concerns, European ad executives have pushed back. In an opinion piece in Wednesday’s Financial Times, WPP CEO Sir Martin Sorrell, facing major shareholder objections to his $11 million paycheck in 2011, wrote: “I find the controversy over my compensation deeply disturbing. Some imagine that I wake up every morning and make decisions, including those over compensation, in the shaving mirror. WPP has a very independently minded board and compensation committee, which makes decisions that they believe are in the long-term interests of the company and its shareholders, of which I am one.”

“The board’s compensation decisions are right,” Sorrell continued, “because they reward performance, not failure, reject options in favor of a long-term incentive scheme with co-investment and five-year performance periods, and are competitively fair against our big US and French competitors…”

Sorrell’s defense came about a week after influential advisory firm Institutional Shareholder Services recommended that shareholders reject WPP’s executive compensation plan at its upcoming annual meeting, which prompted the FT to predict that more than 50% of WPP shares would vote against the company’s executive pay package.

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