Sanofi rebels make mark in AGM vote on CEO pay

More than a third of votes cast against packages for incoming and former CEOs after proxy firms raise objections

Rebel Sanofi investors made a mark at the drug maker's annual meeting on Monday as resolutions approving millions of euro paid to attract a new boss and pay off the one it had sacked were passed with fewer than two out of three votes cast.

While most resolutions were waved through with approval rates in the high 90s percent, more than a third were cast either against or as abstentions on two resolutions relating to executive remuneration.

One concerned the pay, conditions and pension terms of new CEO Olivier Brandicourt. The other related to the pay-off package for his predecessor, Chris Viehbacher, who was sacked last November for failing to execute policy effectively and poor communication with the board.

Investor advisory group ISS had recommended a vote against both resolutions, prompting the Sanofi board to appeal for loyalty and call ISS's advice "a real error in analysis".

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The former CEO won a total €4.44 million. In exchange, he agreed not to work for a competitor until June, not to recruit Sanofi employees for 18 months and to adhere to a two-year confidentiality agreement.

Mr Brandicourt, meanwhile, could earn up to €4.2 million a year and pocket an extra €4 million as a one-off golden hello. He was also awarded a pension pot equivalent to 10 years’ service.

Another advisory group, Proxinvest, which backed ISS's position, has estimated the value of the pension pot at €9 million. ISS had said the pension award "goes against market standards in France".

Sanofi has argued that Mr Brandicourt's recruitment conditions "need to be considered as a whole". He was recruited from Bayer Healthcare, part of German group Bayer, and elements of the deal were designed to compensate him for a loss of benefits there. – Reuters