Xstrata to consult shareholders on protest AGM vote

LONDON May 6 (Reuters) - The board of mining group Xstrata Plc (XTA.L) plans to consult shareholders after one third of voters at its annual general meeting opposed its pay policy.

"The board always takes into account the voting on the remuneration report and consults with shareholders about the remuneration policy," spokeswoman Claire Divver said on Wednesday.

Tuesday's Xstrata vote was part of a fresh wave of activism by institutional investors, criticised for failing to take a tough line on firms regarded as responsible for the financial crisis.

On April 16, more than a third of investors opposed oil major BP's (BP.L) executive pay plan and on Wednesday corporate governance consultants PIRC urged shareholders in Royal Dutch Shell (RDSa.L) to vote against its pay plan. [ID:nLG187185] [ID:nL6314830]

The spokesman of PIRC (Pensions Investment Research Consultants) welcomed the vote at Tuesday's AGM of Xstrata, the world's fifth biggest diversified mining group by market value.

"This is a significant result and it was way above the average vote against remuneration reports in the last season, which was about 4 or 5 percent," he said.

"We would certainly argue that if you have a third of your shareholders opposing you over your remuneration report, it is a message that needs to be taken seriously."

PIRC had recommended a "no" vote on Xstrata's pay policy because it regarded the combined incentive pay as "excessive".

Last year, Chief Executive Mick Davis earned total compensation of $5.5 million, including $2.3 million in salary and a $2.7 million bonus in shares deferred for one year. In 2007, Davis earned a total of $9.2 million.

The remuneration report said that executive directors can earn bonuses worth a maximum of 300 percent of their salary.

There has also been concern by corporate governance experts about the role of Xstrata Chairman Willy Strothotte, who is also chairman of Xstrata's biggest shareholder Glencore International and heads Xstrata's remuneration committee. (Reporting by Eric Onstad; Editing by Jon Loades-Carter)