Shareholders fired a warning shot at brewing powerhouse SABMiller this week, with 8.2% of them voting to reject the group's remuneration report at its AGM on Thursday.

This is an unusually high number of votes against the amount paid to directors at the world's second-largest brewer, which sells beer in 75 countries.

This came after London-based governance adviser PIRC said shareholders should veto the proposal because the pay was "highly excessive".

According to Business Times calculations, CEO Graham Mackay took home R171-million (£15-million) last year - one of the biggest packages taken by any South African director in a single year.

Of that, R115.6-million (£10.1-million) was from profits made by selling share options that he received dating back to 2000, R23-million (£2-million) under a long-term incentive scheme, and just R32.4-million in salary.

Financial director Malcolm Wyman was paid R71.2-million (£6.2-million), including profits on share options of R37-million (£3.2-million) and a salary of R16.5-million (£1.4-million).

These windfall payments came in a year in which SABMiller's pre-tax profit was essentially flat at $2.9-billion - which some pundits labelled a solid enough performance given the recession.

While PIRC did not have too much to say about Mackay's and Wyman's salaries themselves, it is the level of incentives, such as share options, that it believes are far too high and justified the "no" vote.

"Combined annual bonus and share-scheme awards were made to executives during the year (equal to) approximately 665%-700% of base salary, which we consider highly excessive," it said.

Large institutional shareholders, such as the Public Investment Corporation, which holds 5.1% of SABMiller, often follow PIRC's advice. As a result, shareholders with 109million shares voted against accepting the remuneration report.

SABMiller spokesman Nigel Fairbrass said only that "we're very comfortable with the high level of approvals for all our resolutions, really".

This isn't the first time SABMiller has courted controversy with its remuneration of top brass. At last year's AGM, 15% of shareholders voted against SABMiller's pay proposals, which prompted it to ask its adviser , JP Morgan Cazenove, to find out which investors had vetoed the resolution - a move that some commentators labelled a "witch-hunt".

Yet the quibbles from PIRC come as little surprise, as the advisory firm that bills itself "the voice of responsible shareowners" has been a consistent critic of SABMiller for some time.

Of SABMiller's proposals to elect eight directors, PIRC advised shareholders to veto six of those - including chairman Meyer Kahn, Cyril Ramaphosa and Miles Morland.

It said those three directors had been on the board for more than nine years and were no longer considered independent under UK governance rules.

"We continue to have concerns over the level of independent representation ... on the board as, in our view, only five of the 13 non-executive directors are independent," it said.

But while concerns about its board linger, SABMiller is keeping its head above water - even if it is not growing much or racing ahead of its peers.

At the AGM, Mackay announced that SABMiller's performance for the first three months of its new financial year to June had been hit by "uneven" demand from customers.

As a result, sales volumes of lager and soft drinks fell by 1% overall, which was below expectations after the soccer World Cup kicked off in June.

While beer sales were good in Africa overall (up 7%), volumes in South Africa were flat, despite the World Cup - something Mackay said wasn't helped by "periods of unusually cold and wet weather".

Brokerage Macquarie First South said the South African performance was "disappointing", and many analysts had been expecting a 1.3% increase. UBS, for example, had forecast a 3% jump in South African beer sales.

"It would seem that the expected effects from the football World Cup had been overestimated as they failed to make up for a weak month in April," said Macquarie.

Fairbrass argued that World Cup sales in South Africa were 30% above company targets.

But he said this was never going to make up for the fact that Easter beer sales fell during the earlier financial March quarter in 2010, compared to the June quarter in 2009 when Easter was later in the year.

"Our initial target for the World Cup was to sell 100000 hectolitres in SA, and we turned in 130000 hectolitres, so we were actually quite successful ... but we normally sell 150000 to 200000 hectolitres during (Easter), so there was no way the World Cup would eclipse that."

Despite little growth in beer sales, analysts remain generally positive about SABMiller.

In a report this month, Credit Suisse said that despite sluggish growth, "we remain committed to our view of SAB as the best-managed global brewer with enviable emerging exposure."