* Has "major concerns" about Sports Direct remunerationpolicy
* VW needs more board independence
* WPP has made progress in succession planning
* Monitoring BHP compensation plans for Samarco dam disaster (Adds comment from VW, Standard Life on VW bond ownership)
By Carolyn Cohn
LONDON, Feb 1 (Reuters) - Standard Life Investments, thefund arm of insurer Standard Life, has concerns aboutgovernance at Sports Direct and Volkswagen and will press for more change at the companies, it said in itsannual governance report on Wednesday.
Mike Ashley's previous role as executive deputy chairman ofSports Direct had been "ill-defined and did not seem to reflectthe reality of his influence at the company," and the boardlacked independence, Standard Life Investments (SLI) said,though it added it welcomed Ashley's appointment as chiefexecutive in September.
SLI also said it had "major concerns" about the firm'sremuneration policy.
The sportswear chain founded by Ashley, owner of NewcastleUnited soccer club, has come under fire for its workingpractices as well as for governance failures.
Standard Life is the fourth largest shareholder in SportsDirect with a 3.5 percent stake, according to Thomson ReutersEikon.
Sports Direct did not respond to request for comment.
At Volkswagen (VW), SLI said "increased board independenceis crucial to rebuilding trust" in the company.
VW's acknowledgement in September 2015 that it had usedsoftware to reduce emissions levels when diesel cars were beingtested in the United States wiped billions of euros from itsmarket value, forced the chief executive's resignation and ledto investigations and lawsuits around the world.
A VW spokesman said that "from its own estimation, theSupervisory Board has a reasonable number of independentmembers".
An SLI spokeswoman said the investor did not currently holdany VW shares but did own debt.
Sports Direct and VW were marked as "escalation candidates"in the investor's report, indicating it planned to ask for morechanges in the way they are run.
SLI said it had been influential in achieving change at WPP, the world's largest advertising agency.
"We were reassured that progress had been made, both in theownership of the succession planning process by the board, ledby the chairman, and the process itself."
One of the highest profile businessmen in Britain, WPP chiefexecutive Martin Sorrell has run the company since 1986.
SLI is the 16th largest shareholder in WPP, with a 0.58percent stake, according to Thomson Reuters Eikon.
SLI also said it would continue to monitor progress by BHPBilliton in its compensation programmesfollowing the deadly Samarco dam disaster in Brazil in 2015. BHPand Vale jointly own the Samarco unit.
The investor has a 0.25 percent equity stake in BHP,according to Thomson Reuters Eikon. (Additional reporting by Jan Schwartz in Hamburg,; Editing byAndrew MacAskill and Mark Potter)
