2003 BHP Billiton AGM transcript
July 9, 2008
Here is the transcript from the 2003 BHP-Billiton AGM in Melbourne.
DON ARGUS: Afternoon, Stephen.
STEPHEN MAYNE: Afternoon, chairman. I'd just like to take about two minutes for a couple of comments and one question. I don't propose to get up again for the rest of the meeting. The first comment...
DON ARGUS: It's nice to be loved, Stephen.
STEPHEN MAYNE: I was at the BHP Steel meeting yesterday and I just think it is a little bit disappointing that we haven't let them keep trading under the BHP brand. They, obviously, were complaining. They've asked you many times why not, you're good friends with their Chairman. I can't see the reason why we wouldn't continue to take royalties from BHP Steel and allow the BHP name to continue. So I just think it's a little disappointing.
DON ARGUS: Do you want me to respond as you go?
STEPHEN MAYNE: Just at the end, yeah.
DON ARGUS: Yeah.
STEPHEN MAYNE: And the question of your comments, I welcome your comments on payouts, how you don't believe that anyone should get paid for poor performance, and you don't believe anyone should have a guaranteed payout of more than twelve months, but I just think that I'd like to compare that with your record, Chairman. And there's no other Chairman in Australia who's contributed to more large payouts than you.
DON ARGUS: Stephen. Stephen, can I remind you that you're at a BHP Billiton meeting and I'd prefer you to confine it to that if you don't mind.
STEPHEN MAYNE: Yeah, but I'm – I'm going to respond to your comments about payouts - - -
DON ARGUS: Okay.
STEPHEN MAYNE: - - - and particularly they relate, primarily, to BHP.
DON ARGUS: As long as you've got your facts right, Stephen, that's the important thing.
STEPHEN MAYNE: All right, Chairman, when you left NAB you got $9.26 million in your final year. When John Prescott left BHP you were one of the directors, $11.17 million. When Tom Park left Southcorp you were on the board, $10 million payout. John Fletcher at Brambles, $8.65 million, you were the chairman. Paul Anderson, you were the Chairman, $18 million dollar payout from BHP. Brian Gilbertson, depends how you measure it, about $30 million. And your final contributions were Keith Lambert, $6.2 million at Southcorp, and Sir CK Chow, $4 million at Brambles. Southcorp and Brambles have both fallen 70% since you joined their Boards and, overall, you've contributed to $97.48 million dollars in payouts to eight departed CEOs. Now, there's no other Chairman in Australia who's got a record like that.
DON ARGUS: Stephen, can I - - -
STEPHEN MAYNE: Even yesterday - - -
DON ARGUS: Can I get – can I get to the question, please.
STEPHEN MAYNE: Even yesterday, we got to the BHP Steel annual meeting and we discover that you've put Kirby Adams on a perpetual unlimited contract with a guaranteed 24-month payout, and here you are saying – this is only fifteen months ago you did that - and here you are saying you don't believe in - - -
DON ARGUS: Stephen, can you get - - -
STEPHEN MAYNE: payouts of more than twelve months.
DON ARGUS: Can you get to the question and then I'll respond to your other ramblings.
STEPHEN MAYNE: So my specific – my specific question is, I mean, your nickname is Don't Argue, and it seems to be case of don't argue, here's $10 million in the way you deal with CEOs. Can you please tell us what happened with Brian Gilbertson, there's been no proper explanation to shareholders. You've got – you read in the press that he wanted to bid for Rio Tinto, he wanted to move the company to London, you have never as a board or as a Chairman dealt with this issue. You can't just hid behind the old irreconcilable differences. You have to tell shareholders what happened- - -
DON ARGUS: Stephen, have you got a question? Have you got a - - -
STEPHEN MAYNE: Yeah, mate, this is my question.
DON ARGUS: Yes.
STEPHEN MAYNE: What happened with Brian Gilbertson? How did you fall out with him? You've never explained it, you need to give a detailed explanation to shareholders as to exactly what happened. He's got, you know, he gets a pension of $1.5 million for life. It could potentially costs the shareholders $30 or $40 million and you've never said what it was that he argued about with you that caused him to be given the bullet.
DON ARGUS: Okay, on the BHP Steel name, clearly there's a lot of value in a – in a brand name that's been in existence for over a hundred odd years and when we did the de-merger the agreement was that the steel division would have use of that name for two years, and it was to change its name at the end of the two year period. And I suppose you could say that whilst everything was going well, but when you have a mixed brand you've got to be very careful that you don't damage that brand, as the shareholders reminded me regularly over the last five years as we've endeavoured to restore value to the BHP brand, and now BHP-Billiton, then clearly you need to be very careful as to how you manage that brand. So I can't give you any better answer than that.
Payment for poor performance, well, that's clear. What happened to Brian Gilbertson, I've got nothing more to add to that. There was irreconcilable differences between Mr Gilbertson and the Board. It's very nice of you to attribute me with such power, that I can give all these payouts, Stephen, but again you're very loose with your commentary and your research. So I've – I can't add any more to it than that. So as far as the other payouts are concerned, I suggest you take those up with the other Chairmen of the various meeting, which I'm sure you'll do. Okay, microphone two.
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