Carphone Warehouse 2015 Annual Report Download - page 73

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Dixons Carphone plc Annual Report and Accounts 2014/15
Corporate Governance
71
Relative importance of spend on pay
The following table sets out both the total cost of remuneration for the Group compared with pro forma Headline EBIT and
profits distributed for 2014/15 and the prior year.
2014/15
£million
2013/14
£million Change (%)
Dividends paid(1) 52 30 73%
Total staff costs – continuing operations(2) 900 230 291%
Number Number Change (%)
Employee numbers – continuing operations(2), (3) 32,834 6,980 370%
(1) Extracted from note 22 to the Group financial statements.
(2) Extracted from note 5 to the Group financial statements.
(3) The average number of employees has been provided for context.
Directors’ interests in shares
Share ownership guidelines
The Company has a policy of encouraging executive directors to build shareholdings in the Company. Following the Merger the
Committee reviewed the shareholding policy and as a result all executive directors are required within five years to build up
200% of their salary as a holding in the Company. Other key senior management roles are required to build up 100% of salary.
The actual shareholdings of the executive directors are set out in the Directors’ shareholding table below.
Directors’ interests in the Share Plan
The table below shows the allocation to the executive directors of participation shares in the subsidiary, New CPW Limited, in
relation to the Share Plan, together with details of the loans issued to enable the directors to subscribe to the participation
shares. As set out in the policy table there are two pools under the share plan, one for the original grant in December 2013 and
one for the second grant post Merger. The calculation of the pools is set out on pages 58 and 60 of the Policy Table and in
particular the performance period ends in July 2017, when 60% of the shares vests with 40% being deferred for a further year.
A Shares in
subsidiary
allocated as
at 29 March
2014(1),(2)
Number
A Shares in
subsidiary
allocated
as at 2 May
2015(2)
Number
B Shares in
subsidiary
allocated
as at 2 May
2015(3)
Number
Allocation of
A pool as at
29 March
2014(1),(2)
(%)
Allocation of
A pool
as at
2 May
2015(1),(2)
(%)
Allocation
of B pool
as at
2 May
2015(3)
(%)
Loan
outstanding
as at
29 March
2014
£’000
Loan
outstanding
as at
2 May
2015
£’000
Current directors
Sebastian James — — 1,100 — — 11% — 2,239
A
ndrew Harrison 700 700 200 7% 7% 2% 389 810
Humphrey Singer — — 700 — — 7% — 1,425
Katie Bickerstaffe — — 700 — — 7% — 1,425
Graham Stapleton 600 600 100 6% 6% 1% 334 549
F
ormer directo
r
Nigel Langstaff(4) 600
600 — 6% — — 334 —
(1) Date of appointment, if later.
(2) Allocation relates to the pre Merger pool in respect of A ordinary shares. Face value is not included as due to the structure of the Share Plan
it is not considered a representative figure. Further details of the operation of the Share Plan, including performance conditions for vesting
are set out on page 58.
(3) Allocation relates to the post Merger pool in respect of B ordinary shares. Face value is not included as due to the structure of the Share
Plan it is not considered a representative figure. Further details of the operation of the Share Plan, including performance conditions for
vesting are set out on page 58.
(4) Nigel Langstaff’s share entitlements under the Share Plan remained on resignation from the Board but lapsed on leaving the Group.