Executive Compensation

Citigroup’s new bonus cap fails to sway executive pay critics

Citigroup has failed to mollify critics of its executive pay scheme even after the bank introduced a new cap on bonuses to address their concerns.

The bank, which this year increased the potential pay package for chief executive Michael Corbat by 27 per cent to $16.5m, on Wednesday unveiled changes to how it calculates the bonuses.

But the shake-up was not enough to satisfy Institutional Shareholder Services and Glass Lewis, the influential corporate governance groups that advise investors on how to vote.

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Just hours after Citi put forward the changes, Glass Lewis said it would still advise shareholders to vote against the pay deal, while ISS said the bank's remuneration structure "has generated considerable wealth for the CEO but not yet for investors".

Citi, which holds its annual meeting for shareholders in Miami in three weeks, maintains the pay deals for senior managers are justified.

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The bank argues they reflect its performance last year when it generated $17.2bn of net income — its largest annual profit since 2006 — and passed a "stress test" set by regulators.

However, critics complain executives including Mr Corbat are being handed generous rewards while the bank produces underwhelming results. Shares in Citi trade at a chunky discount — the stock is worth 40 per cent less than its book value.

They have dropped 19 per cent this year, hurt by the oil price slide, persistently low interest rates and concerns about emerging markets, to which the bank has greater exposure than rivals.

Citi on Wednesday made changes to executives' performance-based share awards, which are based on the bank's total shareholder returns relative to peers. The reforms included a measure that caps bonuses if the shareholder returns are better than peers, but still negative.

However, Glass Lewis said: "None of our vote recommendations have changed as a result of this update."

ISS added: "Target payouts for long-term awards are not contingent on rigorous performance goals."

In response Michael O'Neill, Citi's chairman, said: "The board of directors disagrees with the conclusions drawn by ISS and Glass Lewis.

"Citi made important progress in 2015, including achieving over $17bn in net income, the highest since before the crisis, and returning nearly $6bn to shareholders.

Target payouts for long-term awards are not contingent on rigorous performance goals.
Institutional Shareholder Services

"We believed that it was important to reward the team based on the progress made, knowing that the team has more work to do."

The bank added the awards were subject to "clawback" provisions.

Mr Corbat joined his counterparts at JPMorgan Chase and Bank of America in receiving a raise this year. JPMorgan boosted Jamie Dimon's package by more than a third to $27m, while Bank of America increased Brian Moynihan's by almost a quarter to $16m.

However, the chief executives of Goldman Sachs and Morgan Stanley took cuts. Goldman lowered Lloyd Blankfein's by 4 per cent to $23m while Morgan Stanley reduced James Gorman's by almost 7 per cent to $21m.

Jamie Dimon at the 2016 World Economic Forum in Davos, Switzerland.
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