Barclays 2014 Annual Report Download - page 110

108 I Barclays PLC Annual Report 2014 barclays.com/annualreport
Governance: Remuneration report
Directors’ remuneration policy
Executive Directors’ policy on payment for loss of office (including a takeover)
The Committee’s approach to payments in the event of termination is to take account of the individual circumstances including the reason for
termination, individual performance, contractual obligations and the terms of the deferred bonus plans and long-term incentive plans in which the
executive Director participates.
Standard provision Policy Details
Notice periods in executive
Directors’ service contracts
12 months’ notice from the Company.
6 months’ notice from the executive Director.
Executive Directors may be required to work
during the notice period or may be placed on
garden leave or if not required to work the full
notice period may be provided with pay in lieu
of notice (subject to mitigation where
relevant).
Pay during notice period or
payment in lieu of notice per
service contracts
12 months’ salary payable and continuation of pension and
other contractual benefits while an employee.
Payable in phased instalments (or lump
sum) and subject to mitigation if paid in
instalments and executive Director obtains
alternative employment during the notice
period or while on garden leave.
In the event of termination for gross
misconduct neither notice nor payment in
lieu of notice is given.
Treatment of Role Based Pay Ceases to be payable from the executive Director’s termination
date. Therefore, RBP will be paid during any notice period and/
or garden leave, but not where Barclays elects to make a
payment in lieu of notice (unless otherwise required by local
law).
Shares to be delivered on the next quarterly
delivery date shall be pro rated for the
number of days from the start of the relevant
quarter to the termination date. Where
Barclays elects to terminate the employment
with immediate effect by making a payment
in lieu of notice, the executive Director will
not receive any shares that would otherwise
have accrued during the period for which the
payment in lieu is made (unless required
otherwise by local law).
Treatment of annual bonus
on termination
No automatic entitlement to bonus on termination, but may be
considered at the Committee’s discretion and subject to
performance measures being met and pro rated for service. No
bonus would be payable in the case of gross misconduct or
resignation.
Treatment of unvested
deferred bonus awards
Outstanding deferred bonus awards would lapse if the executive
Director leaves by reason of resignation or termination for gross
misconduct. However in the case of death or if the Director is an
‘eligible leaver’ defined as leaving due to injury, disability or ill
health, retirement, redundancy, the business or company which
employs the executive Director ceasing to be part of the Group
or in circumstances where Barclays terminates the employment
(other than in cases of cause or gross misconduct), he or she
would continue to be eligible to be considered for unvested
portions of deferred awards, subject to the rules of the relevant
plan unless the Committee determines otherwise in exceptional
circumstances. Deferred awards are subject to malus provisions
which enable the Committee to reduce the vesting level of
deferred bonuses (including to nil).
In the event of a takeover or other major corporate event, the
Committee has absolute discretion to determine whether all
outstanding awards would vest early or whether they should
continue in the same or revised form following the change of
control. The Committee may also determine that participants
may exchange existing awards for awards over shares in an
acquiring company with the agreement of that company.
In an eligible leaver situation, deferred bonus
awards may be considered for release in full
on the scheduled release date unless the
Committee determines otherwise in
exceptional circumstances. After release, the
awards may be subject to an additional
holding period of six months.