Swiss companies have become more transparent in the wake of the Minder-Initiative, but they are still seeking to violate the spirit of the law on executive remuneration.
According to the Ethos Foundation, the implementation of the law on excessive pay (VegüV) – enacted in January following a March 2013 nationwide vote on the Minder-Initiative and requiring pension funds to exercise their vote – was a challenge, it said, due to company attempts to circumvent the law.
Of the 136 companies subject to the law, 70% have voted on amendments to articles of association to pave the way for votes on pay, it said.
The survey found that only 29% of companies, or one-fifth of those affected, had put remuneration to a binding AGM vote in 2014, one year ahead of the deadline.
Ethos also found that not all of the amended articles of association were being approved by shareholders, which it described as an attempt to circumvent the “spirit” of the Minder-Initiative.
It said only 88% of amendments had been approved, as some firms were attempting to seek approval for upper payment limits ahead of a financial year, rather than after the financial results were released.
The foundation said it had only voted in favour of one-third of the new articles of association, which it blamed on 67% of firms putting the changes to only a single vote, rather than allowing a vote on individual amendments.
The survey also found that only 23% of companies saw their changes approved by 95% of shareholders, and two firms saw the changes rejected.
Almost half of affected companies, in an effort to circumvent the ban on severance payments, have also said they are going to amend future executive contracts to include a “remunerated non-compete” clause – essentially allowing firms to place employees on a paid leave of absence after termination.