REPRESENTATIVES OF Independent News Media’s largest shareholder Denis O’Brien voted against the exit package offered to former chief executive Gavin O’Reilly at the board meeting convened to consider the matter on Thursday.
It is understood that Paul Connolly and Lucy Gaffney, who represent Mr O’Brien on the board, dissented to the compensation offered to Mr O’Reilly but did not vote against the appointment of chief operating officer Vincent Crowley as his successor.
This emerged yesterday after INM reissued the statement in relation to Mr O’Reilly’s departure and the decision to appoint chief operating officer Vincent Crowley as his replacement.
On Thursday, INM had issued a statement saying Mr O’Reilly’s departure “follows a compromise agreement approved unanimously by the board of directors”.
INM reissued the statement yesterday with the word “unanimously” removed from the text.
The so-called compromise agreement is legalese for the terms of Mr O’Reilly’s departure. This would have included compensation and confidentiality clauses.
It is not clear how much Mr O’Reilly is being paid in compensation for loss of office. The Irish Times has learned that Mr O’Reilly’s total remuneration in 2011 was €878,000. This included a basic salary of €751,000. The balance was made up of pension and other benefits.
This compared with a total package of €1.036 million in 2010.
INM’s 2010 annual report states that no executive had a notice period of more than 12 months. This would suggest that the maximum sum Mr O’Reilly should have received on resigning would be €878,000.
One source indicated yesterday that his exit package was “considerably north” of the remuneration he earned in 2011.
In May 2009, Gavin’s father, Sir Anthony O’Reilly, was given a compensation payment of €1.4 million on stepping down from his executive role as part of a restructuring of the group. He was also given a payment of €1.011 million relating to his pension scheme.
It is not clear if Gavin O’Reilly received a substantial top-up to his pension scheme.
INM declined to comment on the terms of the compensation yesterday as they were “subject to a confidentiality agreement”.
“As is standard practice, all appropriate disclosures with regard to director remuneration will be made in INM’s annual report,” the media group added. INM’s 2011 annual report will be issued in advance of its annual meeting on June 8th.
It is understood that Mr Connolly and Ms Gaffney are reviewing their options following the disagreement over Mr O’Reilly’s compensation package. It is not clear what route they might take but they are thought to have considered taking legal advice over the matter.
Mr O’Reilly is believed to have decided to quit INM last weekend following weeks of speculation about his future, with reports suggesting that Mr O’Brien, who owns 22 per cent of the business, might vote against his re-election at the firm’s agm.
Speculation also suggested that financier Dermot Desmond, who owns close to 6 per cent of INM, might vote against Mr O’Reilly.
In his statement, issued on Thursday, Mr O’Reilly said “recent and public shareholder tensions were proving an unnecessary distraction” for the company.
“The board and I agreed that what the company needs now is a board, management team and shareholder base that is purposefully unified and aligned for the company’s immediate challenges.”
Mr O’Reilly joined INM in 1993 and became chief executive in May 2009.