CEO

Police pension fund sues Simon Property board over CEO pay deal

Reuters News
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Posted: Aug 08, 2012 10:05 PM
Police pension fund sues Simon Property board over CEO pay deal

(Reuters) - A Louisiana pension fund is suing Simon Property Group for not seeking shareholder approval when it raised chief executive David Simon's compensation last year.

In a lawsuit filed with the Delaware Court of Chancery, Louisiana Municipal Police Employees Retirement System or LAMPERS, accused the company and its board of exceeded its authority by granting the CEO shares worth $120 million to stay on until 2019.

David Simon received 1 million long-term-incentive-performance (LTIP) units for him to remain with the company for at least another eight years. The LTIPs, which are similar to once earned and vested, were supposed to be granted out in three stages beginning in year six.

He also got $1.25 million annual salary, a cash bonus of double his salary, as part of the 2011 amendment to the company's compensation plan.

A shareholder vote earlier this year opposed the pay increase, but its results were not binding on the company which is the largest mall operator in the U.S.

The suit, which names the ten-member Simon Property board that includes David Simon and his uncle Herbert Simon as defendants, said the amendment to the company's 1998 equity compensation plan was unlawful since it infringed the internal revenue code and NYSE's listing rules.

In a an emailed response on Wednesday, a company spokesperson dismissed the lawsuit as "meritless".

(Reporting by Himank Sharma and Tom Hals; Editing by Eric Meijer)