Aviva 2013 Annual Report Download - page 100

Aviva plc
Annual report and accounts 2013
98
Directors’ remuneration report continued
Pension
EDs are eligible to participate in a defined contribution plan under which they can elect to receive 31% of basic salary from the
Company minus a personal contribution of 8% of basic salary up to the scheme specific earnings cap (£141,600 in 2013/2014).
For any contribution above the HMRC annual or life time allowance cap, a cash alternative in lieu of pension contribution is offered
subject to the same limit of 31% of basic salary minus the personal contribution.
All employee share plans
EDs are eligible to participate in two HMRC approved all employee share plans on the same basis as other eligible employees.
These plans include a partnership share element of the all employee share option plan (AESOP) under which eligible employees
can invest up to the statutory limits, currently £125 per month, out of their gross salary in the Company’s ordinary shares. A
matching element was introduced in April 2013 through which the Company matches every purchased share with two matching
shares for the first £40 of a participant’s monthly contribution. Matching shares are subject to forfeiture if the purchased shares are
withdrawn from the AESOP within three years of purchase, as long as the participant remains employed by the Company. From
May 2013 participants were also eligible to receive Dividend Shares through the AESOP. Shares awarded to, or investments made
by, EDs through the AESOP are included in table 20 of this Report.
The Aviva 2007 SAYE Scheme allows eligible employees to acquire options over the Company’s shares at a discount of up to
20% of their market value at the date of grant. In order to exercise these options, participants must have saved through a 3, 5 or 7
year HMRC approved savings contract, subject to a statutory savings limit, currently £250 per month. From 2012, only 3 and 5 year
contracts have been offered. Details of options granted to EDs under these schemes are included in table 23.
Single total figure of remuneration for 2013 – non-executive directors (audited information)
Table 12 below sets out the total remuneration earned by each NED who served during 2013.
Table 12: Total 2013 remuneration – NEDs
Fees Benefits Total
2013
£000
2012
£000
2013
£000
2012
£000
2013
£000
2012
£000
Chairman/executive chairman
John McFarlane 550 413 1011 145 651 558
Current non-executive directors
Glyn Barker 122 76 — 1 122 77
Patricia Cross 8 — 1 — 9 —
Michael Hawker 137 137 1 — 138 137
Gay Huey Evans 105 96 1 — 106 96
Michael Mire 29 — 1 — 30 —
Sir Adrian Montague 113 — 2 — 115 —
Bob Stein 89 — 1 — 90 —
Scott Wheway 118 112 1 — 119 112
Former non-executive directors
Russell Walls2 47 129 — 2 47 131
Richard Karl Goeltz2 44 119 — 1 44 120
Total emoluments of NEDs 1,362 1,082 109 149 1,471 1,231
Notes
1 Benefits for John McFarlane include the entitlement previously agreed for him to be reimbursed against evidenced expenditure for reasonable and appropriate costs associated with his relocation to the UK, up to a maximum of
£125,000, inclusive of any tax liability, which was rolled forward to 2013.
2 Richard Karl Goeltz and Russell Walls retired from the Board with effect from 8 May 2013. The remuneration figures shown in the table are for or relate to the period during which they were a director of the Company.
The total amount paid to NEDs in 2013 was £1,471,000 which is within the limits set in the Company’s articles of association,
which have previously been approved by shareholders.
Share awards made during the financial year (audited information)
LTIP awards are made in shares which vest conditionally upon performance targets being met. The number of conditional shares
granted is based on a percentage of basic salary. The following table sets out details of LTIP awards of conditional shares made
during the year.
Table 13: LTIP awards granted during the year
Amount vestin
g
Date of award Face value (% of basic salar
y
) Face value (£)
Threshold performance
(% of face value)
Maximum performance
(% of face value)
End of performance
period
Mark Wilson 04.04.2013 300% £2,940,000 20% 100% 31.12.2015
Patrick Regan 04.04.2013 225% £1,620,000 20% 100% 31.12.2015
Face value has been calculated using the average of the middle-market closing price of an Aviva ordinary share on the three
consecutive business days immediately preceding the date of grant, on 4 April 2013. Accordingly 983,277 and 541,806 shares
were awarded to the Group CEO and CFO respectively based on a share price of 299 pence. Following his resignation from the
Company Patrick Regan’s 2013 LTIP award will lapse.
The LTIP vests subject to the achievement of two equally weighted performance measures, absolute ROE and relative TSR
performance, which have been chosen to reflect shareholders’ long-term interests. Details of the performance measures and
targets are set out below.