Qantas Airways shareholders have approved the awarding of long-term performance rights to chief executive Alan Joyce.
The resolution to award Mr Joyce 2.575 million rights to Qantas shares went through with 98 per cent voting in favour at the airline group's annual general meeting in Canberra on Friday.
"These rights are subject to stringent three-year performance hurdles," Qantas chairman Leigh Clifford told shareholders.
"If the performance hurdles are not achieved over this three-year period, the rights lapse and no shares are awarded."
Mr Clifford said for the rights to be awarded in full Qantas's total shareholder return had to outperform 75 per cent of all companies on the S&P/ASX100.
Long-term performance rights had not been achieved in any of the past three years, Mr Clifford said.
Mr Joyce chose to decline his short-term incentive bonus for 2011/12, while his long-term incentives for that year did not meet performance targets and were not awarded.
The Australian Shareholders' Association's (ASA) representative at the meeting, Richard McDonald, said the three-year period for the long-term incentive scheme too short.
In response, Mr Clifford said a three-year period was appropriate.
Qantas's remuneration report was approved by shareholders, with 98 per cent of votes cast in favour.
The company slumped to a $245 million loss for 2011/2012, a sharp downturn from net profit of $250 million the prior year, due to high fuel prices and a struggling international division.
It was also affected by one-off costs such as the grounding of the fleet as part of Qantas's dispute with unions that cost $194 million, and a restructuring of Qantas international.
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