Barclays 2010 Annual Report Download - page 178

Corporate governance
Remuneration report continued
Table 11: Interests in Barclays PLC shares
At 1st
January 2010
At 31st
December 2010
Beneficial
Non-
beneficial Beneficial
Non-
beneficial
John Varley 622,418 – 981,476 –
Robert E Diamond Jr 8,333,810 – 10,292,671 –
Chris Lucas 101,697 – 188,476 –
Beneficial interests include shares held either directly, or through a nominee, spouse, or children under 18. They include any interests held through Sharepurchase. Non-beneficial interests
include any interests in shares where the executive Director holds the legal, but not beneficial interest. As at 4th March 2011, Mr Diamond's beneficial interest was 12,678,784 Barclays
shares, which includes 2,111,561 Barclays shares released to Mr Diamond on 1st March 2011 in respect of prior years' deferred and long term incentive awards, and 274,552 Barclays shares
awarded on 1st March 2011 for 2010 performance. As at 4th March 2011, Mr Lucas's beneficial interest was 290,800 Barclays shares, which includes 46,905 Barclays shares released to
Mr Lucas on 1st March 2011 in respect of a prior year’s long term incentive award, and 55,419 Barclays shares awarded on 1st March 2011 for 2010 performance. There were no changes
in the non-beneficial interests in the period 31st December 2010 to 4th March 2011.
Table 12: Contract terms
Effective date
Notice period
from the Company Potential compensation for loss of office
John Varley 2nd July 2010 12 months 12 months base salary and continuation of
medical and pension benefits whilst an employee.
No entitlement to 2011 annual performance
incentive
Robert E Diamond Jr 1st January 2011 12 months 12 months base salary and continuation of
medical and pension benefits whilst an employee.
No automatic contractual entitlement to
performance incentive on termination
Chris Lucas 1st April 2007 12 months 12 months base salary, annual performance
incentive equivalent to the average of the previous
three years annual incentives (up to 100% of base
salary) and continuation of medical and pension
benefits whilst an employee
Table 13: Fees for external appointments
2010 2009
Organisation Fees
Fees
retained Fees
Fees
retained
John Varley British Grolux Investments Limited £8,134 £8,134 £8,061 £8,061
AstraZeneca PLC £98,750 £98,750 £95,000 £95,000
International Advisory Panel of the Monetary Authority of Singapore £4,745 £4,745 £0 £0
Any other positions held by the executive Directors do not attract fees.
Shareholding guideline
The Committee guideline provides that executive Directors should hold
Barclays shares worth, as a minimum, the higher of two times base salary
or average of total remuneration over the last three years. Executive
Directors have five years from their appointment to meet this guideline
and a reasonable period to build up to the guideline again if it is not met
because of a share price fall.
Service contracts
The Group has service contracts with its executive Directors which do
not have a fixed term but provide for a notice period from the Group of
12 months and normally for retirement at age 65. Executive Directors’
contracts allow for termination with contractual notice from the Group
or, in the alternative, termination by way of payment in lieu of notice (in
phased instalments) which are subject to contractual mitigation. In the
event of gross misconduct, neither notice nor a payment in lieu of notice
will be given. The Committee’s approach when considering payments in
the event of termination is to take account of the individual circumstances
including the reason for termination, contractual obligations and share
plan and pension scheme rules.
The Committee has reviewed its approach to executive Director service
contracts in light of best practice and regulatory and corporate governance
developments. The Committee does not intend to include automatic
contractual incentive payments upon termination in relation to executive
Director appointments going forward. Automatic contractual incentive
payments upon termination are not included in Mr Diamond's contract.
Mr Varley is not eligible for a 2011 annual performance incentive.
Details of executive Director contract terms are shown in Table 12 and
details of fees for external appointments in Table 13.
176 Barclays PLC Annual Report 2010 www.barclays.com/annualreport10