Carphone Warehouse 2009 Annual Report Download - page 38

34 The Carphone Warehouse Group PLC Annual Report 2009
Directors’ Report – Governance
Remuneration Report – continued
Annual Deferred Bonus Plan
As bonus targets have not been met
it has not been necessary to review
this scheme.
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
2009. A UK savings-related share option
scheme is open to all eligible Group
employees including Executive Directors.
No Executive Directors are currently in
this scheme.
Performance Share Plan
Awards of Performance Shares pursuant
to the Performance Share Plan approved
at the Annual General Meeting on 28 July
2004 were made to certain individuals in
the period ended 1 April 2006. These
awards were 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. This 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.
No awards were made to Executive
Directors during the year ended
31 March 2009.
Value Enhancement Scheme
It will be proposed at the AGM that
the Company introduce two separate
Value Enhancement Schemes. One is a
long-term incentive scheme for Executive
Directors and senior executives of the
Company. Under the scheme employees
will initially receive shares in the
Company’s two main businesses, being
the TalkTalk Group businesses and the
Best Buy Europe businesses, that will
only vest and convert into shares of the
Company if certain performance targets
have been achieved. Further details of
the scheme are contained in the Notice
of the AGM accompanying this Report.
Major institutional shareholders and the
Association of British Insurers have been
consulted about the proposed scheme.
A similar long-term incentive scheme
for senior executives of the TalkTalk
Group businesses will also be proposed
and further details of this scheme are
also contained in the Notice of the
AGM. It is the intention that relevant
employees will not be granted awards
under both schemes in any one year.
Charles Dunstone will not participate
in this scheme.
Aggregate Remuneration*
The total amounts of Directors’ remuneration and other benets (excluding pension contributions) were as follows:
Basic Taxable Annual 2009 2008
salary/fees benets(i) bonuses Total Total
Director £000 £000 £000 £000 £000
Executive
J Dale – – – – 79
C Dunstone 588 – – 588 1,117
D Goldie(ii) 96 5 – 101 748
A Harrison(ii) 79 4 – 83 603
R Taylor 388 14 – 402 1,064
Non-Executive
S Esom 51 – – 51 50
J Gildersleeve 400 – – 400 317
D Manseld 56 – – 56 55
A Martin(ii) 3 – – 3 67
Baroness Morgan 59 – – 59 56
Sir B Pitman 70 – – 70 67
D Ross(ii) 113 6 – 119 159
D Grigson 62 – – 62 46
Aggregate emoluments 1,965 29 – 1,994 4,428
(i) Taxable benets consist of a car allowance, fuel and private medical cover.
(ii) Up until the date of resignation from the Board.