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To: Eric L who wrote (13413)	7/6/2001 11:32:18 PM
From: S100	Respond to of 34857

Vodafone in new row over Gent share options By Dan Roberts, Telecommunications Correspondent Published: July 6 2001 20:35GMT \| Last Updated: July 7 2001 01:24GMT [ your buddy? ] Vodafone faces its second shareholder revolt in less than a year over plans to award Sir Christopher Gent, chief executive, up to 8m new share options. The National Association of Pension Funds, which represents 20-30 per cent of Vodafone shareholders, has written to its members advising them to abstain when voting on the remuneration policy at an annual general meeting on July 25. A similar recommendation ahead of last year's AGM triggered a revolt among shareholders and ultimately forced Vodafone to climb down over plans to award Sir Christopher a £10m cash bonus for completing the takeover of Mannesmann. This year investors are satisfied with the company's new bonus policy based on wider performance criteria but worried that the size of its options scheme is still too generous. "Vodafone's salary levels are already in a class of their own," said the NAPF. "The level of the [share options] award is way above the norm for UK-based executives, including those operating in international concerns." Several large investors polled by the FT echoed these concerns although all said they were still in discussions with the company and therefore unwilling to be named. "It smacks of compensation for the fact that last year's option scheme is under water and shows serious structural flaws in the options scheme," said one of the five largest investors. Another fund manager in the top 10 added: "Shareholders are very, very cross. If the company are trying to tell us that Chris Gent would leave without all these options, then we have to seriously question his commitment." Vodafone argues that the options it decided to award to Sir Christopher were significantly fewer than originally suggested using a shareholder-approved formula to measure his performance and the pay of other top chief executives. However, this decision to adjust the formula downwards has also raised concerns that the remuneration committee needs a more consistent policy. Vodafone's largest shareholders include Hutchison Whampoa, Christows, Barclays Global Investors, Hermes, Legal & General, M&G Investment Management and Scottish Widows. more from FT.com Vodafone scheme offers Gent 8m shares Vodafone confirms fears with fewer new users news.ft.com