Experian 2009 Annual Report Download - page 62

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60 Experian Annual Report 2009
2009/10 incentive arrangements
for the CEO
In recognition of his personal
performance and the continued
valuable contribution Don Robert
makes to Experian and to continue
to incentivise him to create future
shareholder value, the remuneration
committee proposes to make awards
worth 300% of salary in face value
under each of the PSP and Executive
Share Option Plan (‘ESOP’) in the
coming year. These changes will
position our CEO’s remuneration
highly competitively against UK and
US nancial services and other
US-listed companies of similar size
to Experian. The committee believes
the approach taken is appropriate for
a CEO of Don Robert’s calibre and
that it is appropriate for his overall
remuneration to be highly variable,
with a strong link to the Group’s
performance. As such, his base salary
during 2009/10 will continue to be
frozen at the level set in 2007.
The future level of any awards for
the CEO will be determined by the
remuneration committee on an annual
basis, taking account of the prevailing
circumstances at the time.
These proposals are within the
parameters of the current rules but in
line with our commitment to engage
with shareholders, the committee
consulted with key shareholders on the
proposed changes.
Service contracts
Each executive director has a
rolling service contract which can
be terminated by the Group giving
twelve months’ notice. In the event
of termination of the director’s
contract, any compensation payment
is calculated in accordance with
normal legal principles, including the
application of mitigation to the extent
appropriate in the circumstances of the
case.
Remuneration of
executive directors
Each element of reward is important
and has a specic role in achieving
the aims of the remuneration
philosophy. The combined potential
remuneration from annual bonus and
share-based incentives outweighs
the other elements and is subject
to performance conditions, thereby
placing much of it at risk. In fair value
terms, the proportion of the total
remuneration (excluding pension and
benets) of the CEO which is variable
is approximately 80% as illustrated.
The remuneration committee selects
performance measures that are
designed to be aligned with the
Group’s strategic goals and that
are transparent to directors and
shareholders. Each element
of remuneration is designed to
support the achievement of different
corporate objectives as outlined in the
following table.
Fair value of CEO remuneration
Variable (80%)
Fixed (20%)
Governance
Report on directors’ remuneration continued