GLENCORE International CEO Ivan Glasenberg says he has to accept the retention payments Xstrata intends to pay its own employees as part of Glencore's planned acquisition of the miner.

Xstrata investors Standard Life and Fidelity Worldwide Investment criticised as excessive payments of as much as £172,8m for 73 executives. South African-born Xstrata CEO Mick Davis, who would lead the combined company, stands to get £28,8m in bonuses over three years. "If this is a package that keeps him there and they believe this is the package, I've got to accept it," said Mr Glasenberg, Glencore's largest shareholder in London last week.

"Mick is a key guy to keep in the company going forward," he said.

Xstrata investors will vote next month on whether to approve both the payments and the £19,6bn acquisition, which would be the world's largest mining takeover. The proposed compensation can be passed with 50% of votes cast and the Glencore transaction with 75%. Switzerland-based Xstrata needs both items passed for the deal to proceed. Glencore will not be allowed to vote its holding in Xstrata of about 34% on the deal, according to the UK's takeover code, meaning Xstrata investors holding a combined 31,75% stake could join forces to block the takeover.

"If I was a CEO and my shareholders voted down my salary, my compensation, because they didn't believe I was worth it, I think you've got to resign," Mr Glasenberg said.

Mr Glasenberg who would become deputy CEO in the merged company, said it was up to Xstrata whether the payments can be adjusted. "It has to get a 50% vote and I hope it gets it," he said at a dinner organised by the Melbourne Mining Club, a non-profit group that promotes the industry. Xstrata shareholders have been "telling everyone they are not happy", he told reporters after the dinner.

Glencore has also faced calls from Xstrata investors - including Schroders, Fidelity and Standard Life - to increase its bid for Xstrata, the world's largest exporter of coal. Glencore is offering 2,8 of its shares for each Xstrata share. Mr Glasenberg said last week that the ratio is "good". Glencore, the largest publicly traded commodities supplier, sold $10bn in stock at 530p each in an initial public offering in May last year, ending more than three decades of operating as a closely held partnership. Mr Glasenberg has a 15,8% stake, valued at about $6bn at current prices.

Bloomberg