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Mandatory trustee pay disclosure draws debate

Proposed trustee governance reforms will fix many of the regulatory gaps in the system, but Cooper Review panelist Sandy Grant questions adopting 'listed company' type governance measures, such as mandatory pay disclosure, just for the sake of having uniform standards across the board.

Speaking at a Deloitte Forum discussing the Cooper Review recommendations this morning, Grant said the recommendation to remove "compulsory equal representation requirements" for super funds and appoint more non-associated trustee directors to these funds will have the same positive impact as the Superstream reforms.

"This was a matter of contentious debate around the panel … but I think the recommendation to bring all of the requirements on trustee-directors into one place is eminently sound and, I think, every bit as sound as Superstream so that's something that should happen," he said.

But commenting on calls to legislate pay disclosure (many super funds already disclose their pay, but this is voluntary), Grant said investors need to look at what's happening in the listed company sector and whether pay disclosure there made a difference at all to improving governance.

"I look at the finance sector and governance. On the one side there's a bunch of organisation that have a long track record of being low cost, outperform the market generally, and rarely get in the paper, for anything else other than the fact that they've outperformed the market," he said.

"On the other side of the financial institutions, with publicly listed companies under a different governance structure, I see them there and they lead the way in all the excesses of executive remuneration."

"I see a group of funds like Allco and Babcock & Brown and MFS and Centro, I see the Commonwealth Bank getting mixed up with Storm, and the ANZ getting mixed up with Opes Prime, I sit there and I say to myself, the way we improve the governance of the entire community is to make this lot (super funds) behave like this lot (listed companies) and I say to myself, 'shit, is that the way to go?'"

Grant said that under the current system, APRA already have the power and they exercise that power to address funds that do not meet their standards of governance.

"There are funds now that have independent directors, because in a previous life, they misbehaved and they were not providing the governance requirement."

"So here we are making a recommendation for something which may happen in the future where there is already a superior mechanism that has been used by the regulator - so why let everybody conform to something just because some might, at some time, be required to [disclose their pay]?"

That said, super funds such as Legalsuper and Media Super told Financial Standard in a previous article that they would support more transparency around pay. Legalsuper chief Andrew Proebstl said that in 2008, the fund disclosed the remuneration bands of the board and trustee directors and they are now looking to disclose the pay of their senior management.

In the same article, Terry McGuirk, managing director of McGuirk Management Consultants, said pay disclosure is long overdue but stressed there's a difference between the trustee model and the corporate model.

According to McGuirk's 2009 research surveying around 100 super funds, a super fund chief executive gets paid around $600,000 while the equivalent chief executive in a listed company would be paid a multiple of that.

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