Winnipeg Free Press - PRINT EDITION

Frail Power Corp. boss missing all meetings

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MONTREAL -- Power Corp. chairman Paul Desmarais missed all of the investment and insurance giant's board and committee meetings last year due to his failing health.

The 86-year-old business icon has missed many meetings of Power and its Power Financial subsidiary in recent years. Among the company's assets are Great-West Life, London Life and Investors Group.

But he was excused by the company from attending any of the meetings in 2012, the company disclosed in its securities documents filed ahead of the annual meetings for both companies in Winnipeg next month.

Power said the company's largest shareholder "continues to monitor the corporation's progress" and is "consulted" on important decisions.

Desmarais' health has been a subject of concern for several years. He attended just two of nine board meetings in 2011 and four of six in 2010.

The billionaire, who is among the wealthiest Canadians, didn't attend last year's annual meetings of the companies he transformed into one of Canada's most successful corporations.

Despite his lack of presence at meetings, Desmarais earned $778,000 in compensation as director of Power Corp. and some of its subsidiaries, including Power Financial.

Company officials declined to provide details on Desmarais' health and why he is nonetheless seeking re-election next month.

"We consider the disclosure... to be complete and to properly reflect the present reality," general counsel Stephane Lemay wrote in an email.

The business tycoon suffered what company officials described as a "minor stroke" in 2005.

The Ontario-born Desmarais has been called the most powerful businessman in Canada, gaining the ear of Pierre Trudeau, Paul Martin, Brian Mulroney and Jean Chrétien, whose daughter is married to Desmarais' son, André.

The patriarch's sons, who are co-CEOs of the holding company, each earned about $5.7 million in 2012.

Paul Desmarais Jr.'s total compensation from Power Corp. and Power Financial increased 8.7 per cent from $5.2 million in 2011, while André Desmarais' pay grew 7.4 per cent from nearly $5.4 million.

The increases would have been larger except both had reached the maximum pension accruals, compared to $725,000 and $662,000, respectively, in 2011.

They each received more than $1 million in salary, $187,500 in share-based awards, $2.9 million in options, $1 million in bonuses and about $500,000 in other compensation.

Power Corp. earned $832 million on $32.9 billion of revenues in 2012, down from $1.07 billion in 2011 on similar revenues.

Power Financial CEO Jeffrey Orr's total compensation increased nearly 30 per cent to $10 million from $7.8 million in 2011.

In addition to a $4-million salary, he received $2.6 million in share-based awards, $1.2 million in options, $1.8-million pension value and $416,000 in other compensation.

Power Corp. has urged shareholders to reject five proposals submitted by the shareholder-rights group MEDAC, including one that would give shareholders a say on pay for the firm's executives.

-- The Canadian Press

Republished from the Winnipeg Free Press print edition April 12, 2013 B11

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