Experian 2012 Annual Report Download - page 77

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75
Governance Financial statementsBusiness reviewBusiness overview
The Committee tested the performance condition as at 31 March 2012 and determined that the average annual PBT growth over the period was
12%, the Company’s TSR had exceeded that of the FTSE 100 by 47.3% and that ROCE performance was satisfactory, as a result of which 100%
of the award will vest on 18 June 2012.
The Committee is satisfied that the vesting of the long-term incentive plans described above is appropriate given the excellent performance of
the Group over the last three years.
Performance graph
The Committee has chosen to illustrate, against the FTSE 100 Index, the TSR for GUS plc until demerger and the TSR for Experian plc for the
period since listing in October 2006 to March 2012. This is the most appropriate index against which TSR should be measured as it is a widely
used and understood index of which Experian is a constituent.
Value of £100 invested in March 2004
Performance as GUS (to 6 October 2006) Performance as Experian (from 6 October 2006) FTSE 100 Index
Value of £100 invested in GUS/Experian
and the FTSE 100 on 31 March 2004
£300
£250
£200
£150
£100
£50
March 04 March 05 March 06 March 07 March 08 March 09 March 10 March 11 March 12
Value of £100 invested in Experian
and the FTSE 100 on 31 March 2007
£250
£200
£150
£100
£50
£0
March 07 March 08 March 09 March 10 March 11 March 12
Value of £100 invested in March 2007
The above graphs show that, at 31 March 2012, a hypothetical £100 invested in GUS/Experian would have generated a total return of £282
compared with a return of £173 if invested in the FTSE 100 Index on 31 March 2004, and a total return of £187 compared with a return of £110 if
invested on 31 March 2007.
Shareholding guideline
The Committee believes that it is important that executives build up a significant holding in Experian shares to align their interests with those
of shareholders. Therefore, the Committee has established guidelines under which the CEO should hold the equivalent of two times his base
salary in Experian shares and other executive directors one times their base salary (including invested shares held under the CIP). Don Robert
and Chris Callero significantly exceed these guidelines.
Policy on external appointments
The Board recognises the value of external directorships in enabling the executive directors to broaden their experience and development. In
line with the UK Corporate Governance Code, executive directors may therefore accept one FTSE 100 non-executive directorship, and retain any
related fees.
During the period under review, Don Robert and Paul Brooks served as non-executive directors on the boards of Compass Group plc and Serco
Group plc respectively and the fees received in respect of these roles are set out in Note 4 to the annual remuneration table on page 77.
Meeting obligations under share-based incentives
Obligations under Experian’s employee share plans may be met using either shares purchased in the market or, except for rolled-over awards
under certain GUS schemes, newly issued shares. The current policy is that, where possible, all awards will be satisfied by the purchase of
shares, or from shares previously purchased, by the employee trusts or by shares held in treasury. This policy will remain under regular review.
The rules of the Experian share plans are in line with the guidelines set out by the Association of British Insurers (‘ABI’) regarding dilution.
P77