Nuplex shareholders have approved a contentious hike in directors' fees, but only after proxies had been counted.
The company faced the ire of some investors at its annual meeting in Auckland on Thursday on its proposal to lift the directors' fee pool by 28% to $1.3 million.
The resins and chemicals maker has had a difficult time in recent years, bailed out by investors in 2009 and relying on acquisitions to expand.
A shareholders' revolt put an end to a plan two years ago to shift its head office from New Zealand to Australia.
Directors' fees had not risen since 2007, and while Shareholders' Association chairman John Hawkins supported appropriate rises, he said the planned jump in fees went too far.
"What we cannot abide is where directors who are already at the leading edge of the pay scale consistently award themselves increases far in excess of the company's performance, salaries and wages or the returns to shareholders that can actually be attributed to the board's performance".
Mr Hawkins said Nuplex directors had already benefited handsomely from the headroom available in the pool.
He said the chair had a 9% increase in July this year, directors had a base increase of 6% and committee fees increased by up to 33%, while at the same time the company's performance has gone backwards in real terms, even after allowing for exchange rate movements.
"Plants are being shut, people are being thrown out of work but still the gravy train rolls on at board level".
Nuplex chairman Rob Atkin, disputed the association's figures and argued half the increase will cover the appointment of another director.
He said the increase is needed to make sure the company's performance is not hampered.
Among the difficulties may be that the board would be unable to make changes to its composition in an orderly manner, Mr Atkin said, as given the absence of available funds there may be no overlap between outgoing and incoming directors.
John Phipps, deputy head of investment at AMP Capital Investors which has a 7% stake in Nuplex, said remuneration needs to be based on performance.
Sounding a warning, Mr Phipps said AMP Capital sought a commitment from the board to get directors with skills to ensure the company's survival is not put at risk, as it was in 2009.
Shareholders at the meeting did not share the board's need for more pay, and rejected the increase.
But after counting proxies, the resolution to lift fees passed, though with a less than convincing 64% support.
Nuplex is anticipating earnings will rise slightly in 2013 due to the benefits of recent acquisitions and the impact of restructuring costs.
Nuplex expects gross earnings of $135 - $ 150 million - slightly better than the $131 million it made in the year to June.