Carphone Warehouse 2015 Annual Report Download - page 71

Dixons Carphone plc Annual Report and Accounts 2014/15
Corporate Governance
69
Single figure of Directors’ remuneration 2013/14
2013/14
Basic salary
and fees(6)
£’000
Pension
contributions(1)
£’000
Annual
bonus
£’000
Taxable
benefits
£’000
Total
emoluments
£’000
LTIP
payments(2)
£’000
Total
remuneration
£’000
Executive
A
ndrew Harrison(3) 317 15 339 8 679 — 679
Nigel Langstaff 325 16 375 10 726 — 726
1,175 38 714 23 1,950 — 1,950
Non-executive
Sir Charles Dunstone(4) 240 — — — 240 — 240
Roger Taylor(4) (5) 293 7 — 5 305 — 305
John Allwood 74 — — — 74 — 74
John Gildersleeve 81 — — — 81 — 81
Baroness Morgan of Huyton 60 — — — 60 — 60
Gerry Murphy — — — — — — —
215 — — — 215 — 215
1,390 38 714 23 2,165 — 2,165
(1) Pension contributions comprise the Company’s contribution to a defined contribution pension scheme or allowance in lieu of contribution to
a pension scheme. This additional amount was 5%.
(2) LTIP payments would comprise amounts under the Share Plan, however, the vesting periods end in July 2017 and July 2018.
(3) Andrew Harrison joined the Board on 24 July 2013 and the remuneration shown is for the period he was a director.
(4) Sir Charles Dunstone and Roger Taylor were employed by the Company during this period and their pay was reviewed by the Remuneration
Committee.
(5) Roger Taylor’s remuneration relates to his tenure both as an executive director until 24 July 2013 and subsequently as Deputy Chairman.
(6) No payments were made to former directors and no payment for loss of office were made during the year.
Long term incentive plans (LTIP)
The Share Plan awards made during 2014/15 vest in July 2017 (60%) and July 2018 (40%).
Details of the awards made and the loans granted to the directors to enable them to subscribe for shares under the Share Plan
are detailed later in this report.
No LTIPs have vested during the year for the directors whilst serving on the Board. Nigel Langstaff’s share entitlements under
the Share Plan lapsed on leaving the Group.
Annual bonus for 2014/15
During the year the maximum bonus opportunity for all executive directors was aligned to 125% of base salary. In addition, due
to the Merger and the change to the financial year end the annual bonus measures and targets were reset (as shown below) to
reflect the new merged business. All targets are expressed and will be measured on a pro forma basis, as though the Merger
had occurred at the beginning of the financial year, and reflecting the respective 12 and 13 month periods for Dixons and
Carphone, respectively.
The Committee determined at the beginning of the year that the disclosure of performance targets were commercially sensitive
and these were therefore not disclosed. This was because targets were set within the context of a longer term business plan and
this disclosure could give information to competitors to the detriment of business performance. The Committee has however
disclosed in the table below the targets on a retrospective basis and the actual performance against these.
Bonus payments will be at maximum levels and will be paid at 125% of base salary. The bonus amounts to be paid to the
executive directors in respect of 2014/15 are set out in the directors’ remuneration table on page 68.