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66 Vodafone Group Plc Annual Report 2010
Directors’ remuneration continued
Non-executive directors’ remuneration
The remuneration of non-executive directors is reviewed annually by the Board,
excluding the non-executive directors. Our policy is to pay competitively for the role
including consideration of the time commitment required. In this regard, the fees are
benchmarked against a comparator group of the current FTSE 15 companies.
Following the 2010 review there will be an increase to the fees from 1 April 2010:
Fees payable (£’000s)
From From
Position/role 1 April 2010 1 April 2009
Chairman(1) 600 575
Deputy Chairman 160 155
Non-executive director 115 110
Chairmanship of Audit Committee 25 25
Chairmanship of Remuneration Committee 20 20
Note:
(1) From 1 April 2010 the Chairman’s fee also includes the fee for the Chairmanship of the
Nominations and Governance Committee.
In addition, an allowance of £6,000 is payable each time a non-Europe based non-
executive director is required to travel to attend Board and committee meetings to
reflect the additional time commitment involved.
Details of each non-executive director’s remuneration for the 2010 financial year are
included in the table below.
Non-executive directors do not participate in any incentive or benefit plans.
The Company does not provide any contribution to their pension arrangements.
Audited information for non-executive directors serving during the year ended 31 March 2010(1):
Salary/fees Benefits Total
2010 2009 2010 2009 2010 2009
£’000 £’000 £’000 £’000 £’000 £’000
Chairman
Sir John Bond 575 575 327 578 602
Deputy Chairman
John Buchanan 155 155 155 155
Non-executive directors
Dr Michael Boskin 63 63
Alan Jebson 146 146 146 146
Samuel Jonah 140 140
Nick Land 135 127 135 127
Anne Lauvergeon 110 110 110 110
Simon Murray 110 110 110 110
Professor Jürgen Schrempp 37 37
Luc Vandevelde 130 130 130 130
Anthony Watson 110 110 110 110
Philip Yea 110 110 110 110
Total 1,721 1,673 327 1,724 1,700
Note:
(1) Former Chairman, Lord MacLaurin, received consulting fees of £42,000 during the year, together with continued benefits valued at £4,700 from his previous arrangements. These arrangements ended
in July 2009.
The Chairman is entitled to use of a car and a driver whenever and wherever he is
providing his services to or representing the Company.
Chairman and non-executive directors service contracts
The Chairman, Sir John Bond, has a contract that may be terminated by either party
on one year’s notice. The date of his letter of appointment is 5 December 2005.
Non-executive directors, including the Deputy Chairman, are engaged on letters
of appointment that set out their duties and responsibilities. The appointment of
non-executive directors may be terminated without compensation. Non-executive
directors are generally not expected to serve for a period exceeding nine years.
The terms and conditions of appointment of non-executive directors are available for
inspection by any person at the Company’s registered office during normal business
hours and at the AGM (for 15 minutes prior to the meeting and during the meeting).
Date of Date of
letter of appointment re-election
John Buchanan 28 April 2003 AGM 2010
Alan Jebson 7 November 2006 AGM 2010
Samuel Jonah 9 March 2009 AGM 2010
Nick Land 7 November 2006 AGM 2010
Anne Lauvergeon 20 September 2005 AGM 2010
Simon Murray 16 May 2007 n/a
Luc Vandevelde 24 June 2003 AGM 2010
Anthony Watson 6 February 2006 AGM 2010
Philip Yea 14 July 2005 AGM 2010