Business  |  Mon May 2, 2016 12:21am EDT

Capital Group leaders look to rein in inflated CEO pay

BOSTON   |  By Ross Kerber

The usually close-mouthed Capital Group is speaking up on executive pay - throwing more brickbats than bouquets.

In a recent interview, leaders of the $1.4 trillion Los Angeles-based investment manager said they worry about the magnitude of pay for chief executives and question whether corporate boards are using the right benchmarks to determine compensation.

"There has been this continued escalation where everybody wants to be in the upper quartile," Alan Berro, senior portfolio manager at Capital Group, told Reuters.

"Once one guy raises it, they all want those raises, and we are willing to say no," he said.

Berro's comments are important because Capital Group, which oversees the big American Funds mutual fund family, is one of the largest holders of U.S. stocks and is emerging as one of the toughest critics of corporate compensation.

A measure is its voting record on what are known as "say-on-pay" resolutions - non-binding measures which let shareholders vote on whether to approve compensation for top executives.

Last year, big mutual fund providers including BlackRock Inc (BLK.N) and Vanguard Group voted in support of say-on-pay resolutions of S&P 500 companies at least 96 percent of the time, according to research firm Proxy Insight. Capital Group, however, was less generous in its support, with its funds supporting the pay 86 percent of the time, one of the lowest rates among big U.S. fund managers.

Executive pay, which has been a source of controversy for some time, has drawn more scrutiny amid stagnant U.S. wages for the typical worker. Median pay among S&P 500 CEOs rose to $11.3 million in 2014 from $9.4 million in 2010, according to pay consultant Farient Advisors.

Capital Group has rarely spoken about its proxy voting before, but decided to offer more explanation because of growing interest in the area, including from financial advisers and institutional investors, executives said.

Like other asset managers, Capital Group says executive pay should be linked to performance. But proxy voting principles Capital recently posted online also have an unusual caveat about "preventing excess" pay.

In making pay judgments, Berro said, "We always come back to fairness, and what makes sense in the given circumstances."

Berro and others at Capital declined to single out individual companies whose pay packages they view as problematic. A securities filing shows the $140 billion Growth Fund of America mutual fund (RGAGX.O) voted "against" pay at two of the fund's 10 largest holdings last year: Broadcom Corp and Oracle Corp, (ORCL.N) historically among the higher-paying technology firms. (Broadcom is now part of Broadcom Ltd (AVGO.O).)

Top holdings of its Capital World Investors unit include Microsoft Corp (MSFT.O), Amazon Inc (AMZN.O) and Home Depot Inc (HD.N), according to securities filings tracked by edgar-online.com. Capital World has a stake of at least 4.5 percent in each of those companies, and other Capital Group units hold additional shares.

Lately, the firm has been building up a database to track topics like how companies' executive pay compares to peers, and to what extent stock grants to executives have diluted outside shareholders, Berro said.

Berro helps oversee investment selection among a wide range of blue-chip companies that are now entering the season for annual meetings.

Not all of Capital Groups' votes will please corporate critics. Its funds opposed nearly all proposals calling for companies to report on climate change, for instance. Berro said regulators are better-positioned than shareholders to oversee such matters.

Capital Group has also gained a reputation in some quarters as being activist-friendly - for instance, backing some dissident nominees to Dupont's (DD.N) board last spring.

But Capital Group senior counsel Walt Burkley said his firm does not recruit activists to target companies for changes. "There is no call to activism from us," he said.

(Reporting by Ross Kerber; Editing by Lauren Tara LaCapra and Leslie Adler)

Shareholder Support Rankings™

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Votes for Management Compensation

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