Holiday Inn 2013 Annual Report Download - page 88

Remuneration Policy for Non-Executive Directors
The policy for Non-Executive Directors, set out below, will apply for three years from the date of the 2014 AGM, and is available to view
at www.ihgplc.com/investors. If any changes are made to the Policy within that timeframe, it will be presented to be voted upon by
shareholders. Non-Executive Directors are not eligible to participate in the APP, LTIP nor any IHG pension plan.
How the element supports
our strategic objectives Operation Maximum opportunity Performance measures
Fees and benefits
(cash)
Market competitive to attract
Non-Executive Directors who
have a broad range of skills and
experience that add value to our
business and help oversee and
drive our strategy.
Recognises the market value of
the role and the individual’s skill,
performance andexperience.
• Non-Executive Directors’ fees
and benefits are set by the
Chairman of the Board and
Executive Directors; the
Chairman’s fees are set by
the Committee.
• Fees are reviewed annually
and fixed for 12 months from
1 January.
• Consideration is given to:
- business performance;
- current remuneration against
external benchmarks; and
- average salary increases
for wider IHG employee
population.
• When external benchmarking
is used, the comparator groups
are chosen having regard to
other FTSE 100 companies.
• Benefits include travel and
accommodation in connection
with attendance at Board and
Committee meetings.
• Non-Executive Directors are
not eligible to participate in IHG
incentive or pension plans.
• A single fee is determined for
each Non-Executive Director
role rather than different
elements being applied to
directorship, Committee
and chair roles.
• Fee increases would be in
line with median FTSE 100
increases. This may be
exceeded where market
conditions so warrant.
• IHG pays the cost of providing
benefits as required.
• Non-Executive Directors are
not eligible to participate in
any performance-related
incentive plans.
Details of letters of appointment and notice periods for Non-Executive Directors
Non-Executive Directors have letters of appointment, which are available upon request from the Company Secretary’s office.
Patrick Cescau, appointed Non-Executive Chairman on 1 January 2013, issubject to 12 months’ notice. Other Non-Executive Directors
are not subject to notice periods.
All Non-Executive Directors’ appointments and subsequent re-appointments are subject to election and annual re-election by
shareholders at the AGM.
Non-Executive Director Committee appointments Date of original appointment Notice period
Patrick Cescau N1 January 2013 12 months
Ian Dyson A N R 1 September 2013 n/a
David Kappler A N R 21 June 2004 n/a
Jennifer Laing A C N 25 August 2005 n/a
Jonathan Linen N R 1 December 2005 n/a
Jill McDonald A N 1 June 2013 n/a
Luke Mayhew C N R 1 July 2011 n/a
Dale Morrison A C N 1 June 2011 n/a
Ying Yeh C N R 1 December 2007 n/a
Committee
membership key
A Audit Committee member
C Corporate Responsibility
Committeemember
N Nomination Committee member
R Remuneration Committee member
86 IHG Annual Report and Form 20-F 2013
Directors’ Remuneration Report continued
Directors’ Remuneration Policy continued