[UPDATED — 05.20.08 8 AM EDT: This post has caused me to set out a broader inquiry into the way Schering discloses pay — and actually pays — its executives. Take a look.]
Ms. Wolf, the Corporate Secretary, Vice President – Governance and Associate General Counsel of Schering-Plough (her letter, covering the 2007 proxy, is above), just wrote a comment over at Pharmalot.com, in response to the Forbes story, mentioned earlier today on this blog — which contained the following assertion (see last sentence of the tenth paragraph, in her comments — also posted at Forbes.com):
. . . .Market capitalization, which the writers focus upon, was not a performance metric for any incentive plan since Fred joined Schering-Plough. . . . [Emphasis supplied.]
Mr. Hassan worked at Schering-Plough during 2006, right? Right. Trust me, he did.
Let us then take a look at the text of page 25 of the proxy describing compensation policy, for that year (the proxy to which Ms. Wolf’s letter, imaged above, was attached):
. . . .General Performance Metrics — Used
by the Compensation Committee in
considering total compensation levels
Three-Year Growth in Market Cap.
Increased by $9.7 billion or 38%.
January 1, 2004 — $25.5 billion
December 31, 2006 — $35.2 billion. . . .
Ahem. It is actually the first metric listed for that year, Ms. Wolf. [More on why that is entirely-inappropriate, appears here.]
An image of that actual page-filing [click to enlarge!]:
It would seem, Ms. Wolf — that even though you very-likely prepared, filed and signed-off on this proxy statement — Messrs. Becherer and Hassan (to say nothing of Mr. Thomas J. Colligan, then the Chairman of the Board’s Audit Committee) — might beg to differ with yours, to Pharmalot.com (and to Forbes.com).
My comment box is open, here. So, Please feel free to correct me if I am mistaken, Ms. Wolf.