Frasers Group, the retail conglomerate controlled by Mike Ashley, is facing opposition from major shareholders over a £100,000 bonus awarded to its chief financial officer, Chris Wootton. The dispute has emerged ahead of the company’s annual general meeting scheduled for tomorrow, with two prominent shareholder advisory firms urging investors to reject the executive pay package.

The bonus was granted earlier this year in recognition of Wootton’s role in negotiating a new £3 billion loan and revolving credit facility set to last until July 2029. Frasers Group defended the payment, stating that the finance committee considered the loan agreement a significant milestone in advancing the company’s strategic objectives.

However, shareholder proxy advisers Institutional Shareholder Services (ISS) and Glass Lewis have criticized the bonus. ISS argued that the reward appears to compensate Wootton for duties that fall squarely within the normal scope of a chief financial officer’s responsibilities. “The decision to award a discretionary bonus outside the standard framework is questionable,” ISS said, highlighting concerns about the justification for the payment. Glass Lewis further criticized the company for insufficient transparency in explaining the rationale behind the award.

The criticism comes amid Frasers Group’s failure to meet the performance thresholds that would have triggered long-term incentive plan pay-outs last year. Glass Lewis suggested that the one-off bonus may have been used as a way to “prop up pay” despite the company’s underperformance.

Last year, Wootton received a total remuneration package of £351,000, including salary, pension contributions, and short-term bonuses. By comparison, the group’s chief operating officer, David Al-Mudallal, earned £251,000. Meanwhile, Frasers Group’s chief executive, Michael Murray—who is also the son-in-law of founder Mike Ashley—waived his salary.

Founded in 1982 as Sports Direct by Mike Ashley, Frasers Group has recently shifted focus towards higher-end fashion retail. In the past month, the group acquired the struggling department store chain Harvey Nichols for approximately £40 million. It is also pursuing control of the German fashion brand Hugo Boss as part of its ongoing expansion.

Frasers Group declined to comment on the bonus controversy ahead of its upcoming annual meeting.