Aviva 2013 Annual Report Download - page 96

Aviva plc
Annual report and accounts 2013
94
Directors’ remuneration report continued
Annual remuneration report
This section of the report sets out how Aviva has implemented its remuneration policies for directors in the course of 2013 and
how the remuneration policy will be implemented for 2014. This is in accordance with the requirements of the Large & Medium
Sized Companies and Groups (Accounts and Reports) Regulations 2008 (as amended). Where new requirements have been
introduced, Aviva has taken account of the guidance produced by the GC100 and Investor Group and emerging good practice.
Alignment of Group strategy with executive remuneration
The committee considers alignment between Group strategy and the remuneration of its EDs is critical. Our remuneration policy
provides market competitive remuneration, and incentivises EDs to achieve both the annual business plan and longer term
strategic objectives of the Group. Significant levels of deferral and a shareholding requirement align EDs’ interests with those of
shareholders and aid retention of key personnel. As well as rewarding the achievement of objectives, variable remuneration can
be reduced potentially to zero if performance thresholds are not met.
Committee membership and attendance
The committee comprises independent NEDs only. Table 5 below shows the committee members during the year and their
attendance at committee meetings.
Table 5: Committee membership and attendance
Committee member
Number of
meetin
g
s attended Percenta
g
e attendance1
Scott Wheway (Chairman) 10 100%
Michael Hawker2 4 100%
Gay Huey Evans3 9 90%
Bob Stein4 7 100%
Patricia Cross5 1 100%
Notes
1 This shows the percentage of meetings which the committee member attended during the year whilst a member of the committee.
2 Michael Hawker resigned from the committee with effect from 8 May 2013.
3 Gay Huey Evans was not able to attend one of the additional committee meetings.
4 Bob Stein joined the committee with effect from 6 March 2013.
5 Patricia Cross joined the committee with effect from 1 December 2013 and became Chairman of the committee on 19 February 2014.
The committee met ten times during 2013 of which eight were scheduled committee meetings and two were additional committee
meetings called to deal with urgent matters and/or called at short notice.
The Group Chairman generally attended all meetings of the committee. The Group Company Secretary acted as secretary to
the committee. The Chairman of the committee reported to subsequent meetings of the Board on the committee’s work and the
Board received a copy of the agenda and the minutes of each meeting of the committee.
The persons listed in table 6 assisted the committee in considering executive remuneration and attended meetings by invitation
during the year. No person was present during any discussion relating to their own remuneration.
Table 6: Attendees of the committee during 2013
Attendee Position Comments
John McFarlane Chairman of the Company Attended by invitation
Mark Wilson Group Chief Executive Officer Attended by invitation
Kirstine Cooper Group General Counsel and Company Secretary Attended as secretary to the committee
Christine Deputy Group HR Director Attended as an executive responsible for advising on remuneration policy
Carole Jones Acting Group HR Director Attended as an executive responsible for advising on remuneration policy
David Hope HR Director, Europe and Reward Attended as an executive responsible for advising on remuneration policy
Andrew Pooley Executive Reward Director Attended as an executive responsible for advising on remuneration policy
David Rogers Chief Accounting Officer Attended to advise on matters relating to the performance measures and
targets for the Group’s share incentive plans
Jason Windsor Chief Strategy and Development Officer Attended to advise on matters relating to the performance measures and
targets for the Group’s share incentive plans
In addition to the attendees listed above, Sir Adrian Montague and Michael Mire as NEDs, attended at least one committee
meeting during the year as part of their induction following their appointment as a NED. They were not present when their own
remuneration was being discussed.
During the year, the committee received advice on executive remuneration matters from Deloitte LLP which is a member of the
Remuneration Consultants Group and adheres to its Code of Conduct. Deloitte LLP was appointed by the committee as its adviser
with effect from 4 December 2012 following a competitive tender process and reappointed with effect from 4 November 2013
following an assessment by the committee of the quality of the advice provided. In addition, the Group received advice on
remuneration matters, taxation and other consulting services (including advice in relation to Solvency II and the Economic Capital
Infrastructure Programme (ECIP)) from Deloitte LLP and from Linklaters LLP on remuneration matters during the year.
Deloitte LLP were paid fees totalling £196,980 during the year for the provision to the committee of advice on general HR and
remuneration matters, benchmarking advice on market practice and views on shareholder perspectives. Fees were charged on a
time plus expenses basis.
The committee reflects on the quality of the advice provided and whether this properly addresses the issues under
consideration as part of its normal deliberations. The committee is satisfied that the advice received during the year was objective
and independent.