Marks and Spencer 2016 Annual Report Download - page 53

Download and view the complete annual report

Please find page 53 of the 2016 Marks and Spencer annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 132

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132

51
ANNUAL REPORT AND FINANCIAL STATEMENTS 2016
FINANCIAL STATEMENTS OUR BUSINESSOUR PERFORMANCEGOVERNANCE
IN THIS SECTION
EXECUTIVE DIRECTORS’ REMUNERATION AT A GLANCE p52-53
Executive directors’
remuneration policy p54
Recruitment policy p55
Termination policy p56
Non-executive directors’
remuneration policy p57
Strategic alignment of pay p58
Total single fi gure remuneration p58
Salary and benefi ts p59
Annual Bonus Scheme p60-61
Performance Share Plan p62-63
Directors’ share interests p64-66
Non-executive directors’ remuneration p69
Remuneration Committee p70-71
LOOKING AHEAD
Looking ahead to 2016/17, remuneration
arrangements will be broadly in line with
2015/16 and will be aligned with the new
chapter and strategy being developed
for M&S. Incentives will support Steve’s
strategic direction for the business, his
clear focus on our customer, simplicity
and teamwork while running the business
profi tability for our shareholders. Directors
will again be eligible to participate in an
Annual Bonus Scheme which for this
year will be focused on building solid
foundations of profi t growth in the
business (70% of awards will be measured
against Underlying Group Profi t Before
Tax targets). Individual performance will
continue to be relevant as we seek
improvements in a number of key areas
of priority which are necessary for the
future growth of M&S. This structure is
strongly aligned to the bonus scheme
arrangements in place for the wider
workforce, which was a consideration in
the Committee’s discussions.
Further Committee debates for incentive
schemes for 2016/17 were related to the
appropriateness of performance measures
and targets for long-term incentive
arrangements under Steve Rowe’s new
leadership. Considerable work is currently
underway to review and redefi ne our
long-term goals and the Committee
wishes to ensure that the Performance
Share Plan is aligned to this strategic review.
The Committee believes it is vital that the
performance targets in the Performance
Share Plan are not only aligned to these
goals but are motivational for participants.
As a result, the Committee decided that
awards under the Performance Share Plan
SUMMARY REMUNERATION POLICY p54 REMUNERATION REPORT p58
MEMBER
MEMBER
SINCE
1 September 2011
Robert Swannell 1 March 2015
Miranda Curtis 1 February 2012
Richard Solomons 21 July 2015
REMUNERATION COMMITTEE
The following independent non-executive directors were members of the Committee
during 2015/16:
will be granted in November 2016, shortly
after the announcement of the Interim
results. This will ensure that we can set
stretching yet achievable targets which
are within the approved Remuneration
Policy and designed to deliver increased
shareholder value.
This will be the fi nal year under the
current remuneration framework as
we will be seeking your support and
approval for a new Remuneration Policy
at the 2017 AGM. We are committed to
ensuring that the executive directors’
pay arrangements support and drive
the business strategy and are balanced
between motivating and challenging
our senior leaders to grow the business and
deliver value to shareholders.
We will be supported by our Committee
advisors in setting the new Remuneration
Policy to ensure that it aligns with the
business drivers and goals to deliver strong
performance and sustainable shareholder
returns. We will seek to engage with our
major shareholders as part of this process
to refl ect their views and to maintain
our ongoing dialogue on director pay
arrangements. Together with the rest of the
Board, I look forward to hearing your views
on our remuneration arrangements and will
be available to answer any questions you
may have at the AGM.
Vindi Banga
Chairman of the Remuneration Committee
Vindi Banga
(Chairman)
6
6
6
3
6
6
6
3
100
100
100
100
MAXIMUM
POSSIBLE
MEETINGS
NUMBER OF
MEETINGS
ATTENDED
% OF
MEETINGS
ATTENDED