Ramsay Health Care chairman Michael Siddle said he got the message loud and clear from shareholders after narrowly missing a first strike against the remuneration report.
At the company’s annual meeting in Sydney, the long lost purported granddaughter of late founder billionaire, Paul Ramsay, also failed to gain a board seat.
Mr Siddle promised to better align executive pay at the nation’s largest private hospitals operator to shareholder interests, having kicked off an internal review of executive pay two months ago, and working with accounting firm KPMG.
“We are trying to find out what is the ideal situation,” Mr Siddle told The Australian Financial Review. “This is root and branch, from the bottom up. A clean sheet of paper, and we will see what we come up with.
“There is a lot of criticism on STIs [short term incentives]. Are they too soft or too easy, are they duplicated in the LTIs [long term incentives]. We narrowly missed a strike. We got the message. The proxy guys have been tough this year, not only on us, and it’s been a recurring theme.”
‘I do hold myself in high respect’
Proxies showed that 24.88 per cent of shareholders voted against the remuneration report. Investors also overwhelmingly voted against the election of Carlie Alisa Ramsay, who told the Financial Review that she found out 3.5 years ago that she was the granddaughter of Mr Ramsay, who never married or had other children.
Ms Ramsay, 35, was born Carlie Alisa Streeter, but changed her last name to Betzis in October 2011 when she got married. The mother of two divorced in 2017, and on June 26 this year formally changed her birth certificate to Carlie Alisa Ramsay.
Ms Ramsay said after her 15 years in telecommunications and IT, she would be a good addition to the board, despite never being on the board of a public company.
“I’ve got a background in IT and telecommunications but since discovering that Paul Ramsay was my grandfather, I thought why not put my talents to good use and continue the legacy that he founded and established,” she said.
“I’m very astute, contrary to what has been reported in the media, I do hold myself in high respect and high regard. I have strong family and ethical beliefs. I’ve dedicated my life to working on a board, but I just never knew what board. Now that I’m aware that Mr Ramsay is my grandfather I’ve think it’s the perfect opportunity and time.”
But other shareholders did not agree with 97.6 per cent voting against her election, while 1.63 per cent voted in favour.
Mr Siddle commended Ms Ramsay for her speech at the AGM in Sydney but later said she did not have the experience needed, and the possibility of her being Mr Ramsay’s grandchild was irrelevant.
“We are looking for directors with an enormous amount of experience,” he said. “And being a public company director is pretty tough these days. Carlie really has not had anywhere near that experience required.”
Peter Evans, was re-elected to the board, without much fuss. Former Telstra boss David Thodey, and Dr Claudia Ricarda Rita Süssmuth Dyckerhoff, the new international director who worked for over two decades at McKinsey & Company, were both elected for the first time.
Ms Dyckerhoff splits her time between living in Switzerland and China, and helps to balance out the near all male board.
Separately Mr Siddle announced the appointment of Alison Deans to the board as a non-executive director. Ms Deans was the first managing director of eBay Australia, and was the CEO of ecorp.
Mr Siddle said the board refresh was going to plan and there likely will be further appointments as other directors retire next year.
‘Rightful beneficiaries of his fortune’
He added that he did not know Ms Ramsay, who might run again next year, nor was there any discussions in the half a century that he knew Mr Ramsay about a possible child, calling the situation “a bolt out of the blue”.
It is believed that Ms Ramsay – first contacted the company through director Peter Evans last year, when she looked to become a Ramsay director but missed the nomination deadline.
Ms Ramsay claims that her grandmother gave birth to her father, also called Paul, when she was just 17 years old. She was unmarried at the time. She later married a man called James, who formally adopted her father.
“In 2013, my grandmother got cancer of the gall bladder, which spread to her liver and she did not have long to live,” she said. “That is when she told my father that his father was Paul Ramsay and dad tried to initiate that contact.”
Ms Ramsay said she never met Mr Ramsay, but “since Mr Ramsay’s passing, we are the rightful beneficiaries of his fortune.” She added there are legal proceedings in the NSW Supreme Court a foot regarding this issue.
Ramsay boss Craig McNally declined to comment on Ms Ramsay saying he knew noting about her.
He stuck to prior guidance that Ramsay provided in August for core earnings per share (EPS) growth this year of up to only 2 per cent, as consumers drop private health cover as a result of rising premiums and soaring out of pocket costs. This is a slow down compared to double digit EPS growth in years past.
Ramsay posted 7 per cent EPS growth in 2018, also hindered by its overseas operations with challenging conditions in the United Kingdom and France. In the UK, National Health Service (NHS) makes up 80 per ent of its volumes, and it is seeing less work outsourced to the private sector.
Mr McNally said until there is more clarity on Brexit, with the additional funding to the NHS dependent on an exit from the European Union, growth in NHS volumes will be tough to achieve.
He noted that a small positive is more engagement with Clinical Commissioning Groups (bodies responsible for the planning and commissioning of health care services for their local area), which had cut engagement around the UK.
“Ill take a more conservative view until I see the numbers coming through. But Im confident it (growth will return) in the short top medium term,” he added.