Carphone Warehouse 2007 Annual Report Download - page 30

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Remuneration Report continued
Annual Performance Bonus
The Company operates a bonus scheme designed to reflect the performance of the Group. Bonuses are governed by performance conditions set by the Remuneration
Committee to ensure that maximum variable rewards are paid only for exceptional performance. The bonus scheme for the period ending 29 March 2008 will have
targets based on improvements in Headline EPS (see note 11 to the financial statements) before tax, with a maximum payment of 200% of annual salary.
Annual Deferred Bonus Plan
In the period, Executive Directors and senior managers had the option of taking some or all of their cash bonus in the form of a deferred share award. The rights
to deferred shares cannot be exercised for 12 months. Matching shares may also be awarded if the deferred share award is not exercised for up to a further two
years. The number of matching shares awarded equates to 12.5% of the deferred amount at the beginning of each year. The share equivalent of dividends that
would have been paid on the shares is added to the deferred share award each year. This scheme will be reviewed during the next year.
Share options
The Company has a share option scheme for Executive Directors and senior managers both in the UK and overseas. No options were granted to Executive
Directors in the period ended 31 March 2007 and it is currently not envisaged that grants will be made to them in the forthcoming year. A UK savings-related
share option scheme is open to all eligible employees in the UK, including Executive Directors. No Executive Director currently participates in the scheme.
Performance Share Plan
In July 2004, senior managers, including Executive Directors, received awards of Performance Shares (as defined in the Annual General Meeting on 28 July 2004).
Further awards were made to certain individuals in the period ended 1 April 2006. These awards are subject to a mixture of Headline EPS and Total Shareholder
Return (TSR) performance targets measured over a three or four year performance period. In December 2006 the Remuneration Committee awarded a further
grant under the Performance Share Plan. The new award is subject to TSR performance targets measured against an initial performance period to 4 June 2010
and a subsequent performance period to 4 June 2011. The TSR calculation is independently calculated for the Remuneration Committee by Mercer.
Details of the grants to Executive Directors and the performance targets are set out in the share tables later in the Report.
Aggregate remuneration*
The total amounts of Directors’ remuneration and other benefits (excluding pension contributions) were as follows:
Basic Taxable Annual 2007 2006
salary/fees benefits bonuses Total Total
Director £’000 £’000 £’000 £’000 £’000
Executive
J H Dale 143 9 148 300 386
C W Dunstone 525 21 550 1,096 1,343
D Goldie 269 15 275 559 742
A Harrison 215 22 225 462 n/a
G Roux de Bezieux – – – –847
R W Taylor 338 15 350 703 892
Non-Executive
M Dawes – – – –9
S Esom 44 – – 44 20
J Gildersleeve 200 – – 200 186
D Mansfield 48 – – 48 20
A Martin 55 – – 55 49
Baroness Morgan 48 – – 48 17
Sir B Pitman 57 – – 57 48
D P J Ross 150 5 – 155 178
H R Snook – – – –50
Aggregate emoluments 2,092 87 1,548 3,727 4,787
Notes
(i) The taxable benefits provided consist of a company car or car allowance, car insurance, fuel and private medical cover.
(ii) Annual bonuses for the period ended 31 March 2007 were accrued at the balance sheet date and will be paid in June 2007. For this period, the bonus was
based on a range of stretching Headline EPS targets and an assessment of the implementation of Free Broadband. No bonus will be paid in respect of the
implementation of Free Broadband and a bonus of 100% salary will be paid in respect of EPS achievement.
(iii) Steven Esom’s fees were paid directly to his employer, Waitrose Limited.
The Remuneration Committee is satisfied that this bonus has provided an excellent link between reward and operating performance, and the creation
of further shareholder value.
The Carphone Warehouse Group PLC Annual Report 2007
26