Nearly one-in-five shareholders at Tesco have refused to back a new bonus scheme that could see Sir Terry Leahy, the chief executive, pocket an £11.5 million windfall on top of his current salary, Times Online has learnt.

It is understood that just over 83 per cent of the proxy votes sent in to the supermarket ahead of its annual general meeting today back the controversial renumeration package, which will award the chief executive bonus shares depending on the success of Tesco's Fresh & Easy Convenience Chain in the US.

But nearly 17 per cent of investors have either abstained or voted against the move in a signficant snub to Britain's biggest grocer.

The proposed pay package was attacked as "excessive" by PIRC, the corporate governance body, earlier this week. It said that any award should relate to the performance of the group as a whole, and not one part of the business. The Association of British Insurers has also refused to support the scheme.

On Tuesday, the ABI issued an 'amber-top' warning on the supermarket group's pay plans, flagging up potential corporate governance problems.

The ABI said: "After detailed discussions with the company led to substantial modificatioons in the proposals, we have issued an amber top, indicating there are issues for shareholders to make a judgement on."

Sir Terry, who received £4.62 million in cash and shares last year, would pocket up to 2.5 million shares under the New Business Incentive Plan if Tesco cracks the US market. The shares would gradually vest between 2011 and 2014. The scheme only applies to the chief executive.

He is already in line to pocket an existing potential share bonus of 100 per cent of salary and cash bonus of 100 per cent of salary.

A successful launch in the US is seen as one of the biggest tests of Sir Terry's tenure in charge of Tesco.

The group has 100 sites in the pipeline, including 30 in Phoenix and 14 in Las Vegas in a £250 million-a-year project. It wants to open 50 Fresh and Easy stores by the end of next February and expects the venture to break-even by tne end of the second full year.

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