Stock Talk: Departures, dramas and delays

SABMiller may have set a new standard for disclosing details about departing executives.

Perhaps realising that the market, and journalists, hate an information vacuum and are inclined to fill it with all sorts of stuff, SABMiller's bland announcement about Jamie Wilson leaving for "personal reasons" was accompanied with details of Wilson's departure package.

According to SABMiller these details have to be made public in terms of section 430 (2B) of the Companies Act 2006 (UK).

But they can be made public through the company's website and its annual report. They do not have to accompany the statement that is issued to the market announcing the resignation.

Whether or not SABMiller intended to provide some insight into the shock resignation of its CFO is not clear, but it's hard to imagine SABMiller doing anything unintentionally. Announcing details of Wilson's "departure package" with the announcement of his departure has a much greater impact than trawling through a website or annual report to find the information weeks or months after the event. Of course, this is not necessarily good for the individuals involved, but it does add a sliver more information to an otherwise opaque story.

In this instance, it is difficult not to conclude that Wilson departed SABMiller on far-from-friendly terms. He is receiving only the contractually obligatory package from SABMiller. And if he wants to join, say, AB Inbev or any other company, he has to get the consent of Alan Clark or he'll lose his £762 200 notice pay.

Of course, even this additional information hasn't stopped us from making up all sorts of stuff about what actually happened.

Woolworths and executive share trading

The CEO and chairman of Woolworths seemed to have diametrically opposed views on the outlook for the retailer's stock.

At about the same time that chairman Simon Susman was selling R45-million worth of Woolworths shares this week, CEO Ian Moir was buying R33-million worth of stock. A few days later, Moir did have to sell R14-million of his Woolworths shares to settle tax obligations related to the vesting of some performance-related share awards.

The company said the difference in trading strategy was because Susman had retired as an executive and had been advised to diversify his share portfolio.

"He remains a shareholder of Woolworths," we were assured.

AGM drama

The detailed results of AGMs continue to provide extremely useful information for shareholders who can't actually make it to the AGMs but are happy to trawl through Sens announcements. To date, they've provided valuable insight into what the body of shareholders is thinking in two important areas - the election of directors, either to the board or to committees of the board, and the advisory vote on remuneration policies.

This week, for instance, while most of the Spar directors up for re-election or appointment to the audit committee received overwhelming support, there seemed to be considerable hesitation about PK Hughes - as 31% of shareholders voted against his appointment to the audit committee. And just to show that Spar shareholders are a vigilant bunch, 19.5% voted against the authority to issue shares for share options.

It might have been the same shareholders who made up the 18.4% who voted against Spar's remuneration policy. An additional 12.5% of Spar shareholders abstained from voting on the remuneration policy. Abstaining from an advisory vote must surely rank as the most wimpish form of shareholder activism.

Showing a much greater level of engagement were the Netcare shareholders. At their AGM a few weeks ago, they notched up one of the highest votes against a remuneration policy with 48.4% of shareholders voting against the policy.

Are any of the overpaid executives paying attention?

A significant 23.3% of Netcare's shareholders also seemed concerned about the appointment of APH Jamine to the audit committee.

Net1 UEPS

As expected, the chances of Net1 UEPS losing the contract to distribute social grants are looking less likely by the day.

Earlier this week, the South African Social Security Agency applied to the Constitutional Court for approval to file its request for proposals with the court by May 15 instead of February 13 as originally requested by the ConCourt.

Absa's AllPay is objecting to the delay, and points out that the court ordered as far back as last April that a new tender process must be run. AllPay contends that a further three- month delay is unjustified.

To be expected, CPS, which is part of Net1 UEPS and manages the grant distribution process, is not objecting to the requested delay.

Given the importance of not interrupting the payment of social grants, combined with the need to enforce justice and its own ruling, perhaps it is time for the Constitutional Court to get more actively involved in ensuring the new tender process actually happens.