A takeover of Dutch bank ABN Amro by Britain's Barclays would boost pay of ABN board members, a filing at the U.S. Securities and Exchange Commission showed.
The Netherlands' biggest bank is the target of a 65 billion euros ($89 billion) offer from Barclays and a rival 71 billion euros bid from Royal Bank of Scotland, Belgium's Fortis and Spain's Santander.
ABN's management and supervisory board withdrew its recommendation to merge with Barclays on Monday, but ABN Chief Executive Rijkman Groenink said ABN still supported Barclays' offer.
Asked whether ABN board members were more inclined to support Barclays because of the proposed levels of pay, an ABN spokesman said: "ABN and its advisors thoroughly investigated whether a potential conflict of interest could arise but that is absolutely not the case."
ABN's Arthur Martinez, chairman of the supervisory board, would earn a salary "in accordance with Barclays' fee structure for non-executive directors" if he became chairman of a combined Barclays-ABN, ABN said in a SEC document filed on Monday.
Martinez earned a salary of 113,000 euros ($154,800) in 2006 at ABN according to the bank's 2006 report, while Barclays' chairman earned a combined 700,000 pounds ($1.42 million) in salaries and benefits in 2006, according to Barclays' 2006 report.
Huibert Boumeester, ABN's Chief Financial Officer, could earn up to 2.1 million pounds in salary and bonus payments if he became an executive board member at a combined Barclays-ABN, the filing showed.
Boumeester earned a total of 1.5 million euros (1 million pounds) in salary and bonus payments in 2006, according to ABN's 2006 report.
Other ABN supervisory board members would see their salary increase by 50% or more if they became non-executive board members at a combined Barclays-ABN, according to the filing and last year's salaries of Barclays' non-executives.
The SEC filing did not say what ABN's Chief Executive Rijkman Groenink who earned 2.1 million euros in 2006 salary and bonus payments, according to ABN's 2006 report would earn if he became a non-executive board member at a combined Barclays-ABN.