Sports Direct shareholders have rejected a proposed £11m payment to the brother of its founder, Mike Ashley.
However, the vote was more than 70% against John Ashley receiving the sum.
Sports Direct said: "The board respects the views of the company's independent shareholders, and considers all these matters to be closed. We now intend to move on."
Investors such as Royal London Asset Management had said they would vote against the plan.
John Ashley, who is Mike's elder brother, stepped down as the retailer's IT chief in 2015.
An internal review by Sports Direct legal advisers RPC and accountants Smith & Williamson found that John Ashley had been underpaid since the company listed on the stock market in 2007, and was due £11m in bonuses and awards.
The findings were endorsed by Mike Ashley and the board, but were criticised before the vote by investors because of corporate governance issues.
Royal London Asset Management said in November that there should have been a clear process for paying John Ashley at the time.