AMP chairman Catherine Brenner must resign or step down immediately and the embattled wealth manager’s board needs fresh blood untainted by scandal and unethical behaviour, the Australian Shareholders Association is urging.
In its voting intentions for AMP’s annual general meeting on May 10, the influential shareholder advocacy group says it will oppose the re-election of two directors — Holly Kramer and Vanessa Walker — while it is undecided about backing the election of a third director Andrew Harmos.
The association is also planning to vote down AMP’s remuneration report — action which if backed by other major investors who stage a protest vote, could result in a “first strike” against the AMP board.
“Chairman Catherine Brenner’s position is untenable and she should resign immediately or step down until such a time that the independent investigation has taken place,” the ASA says in its voting intentions statement.
“At the same time, AMP must appoint some additional, untainted people to the board.”
The ASA also says members of the AMP board and senior executives should be forced to account financially for their behaviour if unethical or unlawful practices are proven.
“We expect malus and clawback provisions to be exercised in relation to executives who oversaw business areas where customers suffered financial loss due to the lack of proper controls being in place,” the ASA urges.
AMP’s reputation and market value have nosedived after revelations at the royal commission that it charged advice fees without delivering service, misled the Australian Securities & Investments Commission at least 20 times and that the AMP board tampered with a supposedly independent report on unethical and unlawful behaviour.
“The royal commission is raising serious concerns about the quality of oversight that AMP’s directors were exercising in relation to its businesses, reputation and the corporate culture,” the ASA says.
“The evidence to date has had a serious impact on the AMP brand.”
AMP announced a “comprehensive external review” of its reporting and governance processes on April 20, when chief executive Craig Mellor’s immediate resignation was announced in the wake of the admissions at the royal commission.
But the ASA warns that until the external review is complete, the AMP board — which includes acting chief executive Mike Wilkins — will remain “exposed to continuing criticism and calls for high-level resignations.”
While acknowledging Mr Wilkins’ experience, the ASA is concerned that he was a director of AMP and on its audit and risk committee since 2016.
“There he would have had some knowledge of past issues raised at the royal commission and the alleged board involvement with the so-called independent report relating to the investigation for ASIC,” the shareholder body said.
In the statement, the ASA also warned investors that the outcome of a review into three of AMP’s six businesses expected to be revealed at the May 10 meeting “must now be considered to be in doubt”.
‘We will be voting against her election’
The ASA is also highly critical of non-executive directors Holly Kramer and Vanessa Wallace who are both up for re-election.
The ASA says both were on key committees — Ms Kramer on the audit committee and Ms Wallace on the people and remuneration committee — at the time ASIC was allegedly misled and the independent report was meddled with by the AMP board.
“These issues go to the heart of corporate governance. We hate to pre-judge but unless we see evidence of steps she’s taken … to eliminate the unethical practices … we will be voting our undirected proxies against her election,” the ASA says of both Ms Kramer and Ms Wallace.
The ASA said while AMP’s remuneration report “had shown some improvements” it failed to meet expectations, describing chief executive pay as “too generous” when the position can attract four times the fixed remuneration.
“The assessment methodology appears to be completely wrong and needs to be revised. There is no rigour in the current process,” the ASA said.
In addition to the reputational damage, AMP’s share price has been savaged during the most recent hearings at the royal commission.
At last year’s annual general meeting, the ASA represented 3.6 million voting shares making it AMP’s 19th largest shareholder.
AMP shares plunged 4.4 per cent on April 17 when AMP head of advice Anthony “Jack” Regan admitted misleading ASIC as many as twenty times.
The wealth manager’s market value has fallen almost 22 per cent so far this year and closed on Tuesday 2.6 per cent lower at $4.06.
Follow Peter Ryan on Twitter @peter_f_ryan.