CC Stockholders Create Independent Compensation Committee
May 23, 2007 at 9:19 AM (PT)
Shareholders of CLEAR CHANNEL COMMUNICATIONS INC. on TUESDAY (5/22) approved the creation of an independent compensation committee, a measure proposed by a group of five NEW YORK pension funds. But with a $19.45 billion buyout proposal going forward with "nothing but momentum," according to CEO MARK MAYS, it could be a moot point. Taking the company private would no longer subject its actions to public scrutiny.
Even though CLEAR CHANNEL's board had recommended against the measure, shareholders approved the creation of the compensation committee during a sparsely attended annual meeting in SAN ANTONIO. "The theory is if you have an independent compensation committee, they can assess compensation objectively rather than being influenced by management and what they think they ought to be paid," said PAUL HODGSON, a senior research associate and executive compensation expert with THE CORPORATE LIBRARY, an organization concerned with corporate governance issues.
The independent compensation committee vote passed by a narrow margin and still must be verified.
Several other proxy measures failed TUESDAY. Shareholders did not garner the votes needed to require the company to disclose its policies and procedures for making political contributions. Measures to link executive pay with superior performance and to give shareholders the option of approving executive pay packages also were defeated. Following the board's recommendation, shareholders approved the re-election of CLEAR CHANNEL's 11 directors.