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NAB board backs Thorburn until 2020 "and beyond"

20 December 2018 5:58PM
National Australia Bank chairman Ken Henry yesterday battled through a fiery shareholders' meeting that culminated in the overwhelming rejection of the company's remuneration report and a resolution to approve more than A$2 million worth of performance incentives to embattled chief executive, Andrew Thorburn.The shooting down of the remuneration report attracted 88 per cent of votes cast at the meeting - an unprecedented "no vote" for a blue chip Australian company.It was a humiliating finale to one of the most traumatic years in the bank's history and angry shareholders persistently reminded Henry and the other directors throughout the meeting that "they had failed".Shareholders applauded most speakers prepared to censure directors and senior executives for the scandals that had mangled the bank's reputation at the hearings of the Hayne Royal Commission."You have failed," was the howl from former federal Labor senator and longstanding NAB shareholder, Chris Schacht."You have destroyed our value."You are the unacceptable face of capitalism."Despite sustained calls from numerous shareholders to reconfigure the board and management of the bank, Henry conceded little ground to the disillusioned retail investors in attendance.Instead, he promised only more of the same whenever shareholders pressed him about the need for personnel changes at the top of the bank.In his formal address to the meeting, Henry revealed that Thorburn would be retained as chief executive at least until the end of 2020 when the group's strategic transformation program is to be completed."We are now twelve months into a three-year strategy to transform the bank and we look forward to Andrew returning from leave rested and recharged to see through the transformation - and beyond," Henry told the meeting."We have a clear plan for NAB and remain confident in our future under the leadership of CEO Andrew Thorburn and an executive team of truly global quality."The chairman's resolute defence of the CEO in his speech did not deter shareholders from probing Henry about the performance of his most senior executive.During the debate to approve the allocation of $2 million worth of shares as a performance incentive to Thorburn, one shareholder asked whether it was time for the chairman to "throw him [the CEO] under a bus".Henry gave a sharp two-word answer: "Clearly, not."While Thorburn's special incentives were shot down by 63 per cent of votes cast at the meeting, disclosures in the notice paper indicate the board will ignore the decision of shareholders because directors have reserved the right to give the embattled CEO an additional $2 million in cash anyway.The board's staunch support for Thorburn possibly locks its directors in to defending any potential legal or enforcement action against NAB executives that might be recommended by the royal commission next year.Some of Henry's comments at the meeting indicate that the board believes recent breakdowns in compliance at the bank were due to deficient systems, rather than misconduct, poor behaviour or negligence of office holders.During the final hearings of the royal commission it emerged that APRA warned the board in 2016 that NAB faced a capital penalty

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