Experian 2008 Annual Report Download - page 57

Download and view the complete annual report

Please find page 57 of the 2008 Experian annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 148

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148

55Experian Annual Report 2008
Introduction
2 – 5
Business review
6 – 37
Financial statements
65 – 144
Governance
Report on directors’ remuneration
Governance
Report on directors’ remuneration
2008/09 bonus
For annual bonus earned in respect of the 2008/09 fiscal year, which may be up to 200% of base salary, executive directors
will be offered their first opportunity since the GUS demerger to defer receipt of their bonus and invest it in Experian
Group Limited shares (‘invested shares’) under the Experian Co-investment Plan. The release of the invested shares will
be deferred for three years. The number of invested shares acquired on behalf of the executive will be matched with an
additional award of shares (‘matching shares’) on a 1:1 basis. The release of these matching shares to participants will
be subject to the achievement of a performance condition, details of which will be disclosed in next year’s remuneration
report. The release of these shares will be deferred for three years including the original bonus deferral. If an executive
resigns during the three-year period he/she will forfeit the right to the matching shares and the associated dividends. The
executive would be entitled to retain any invested shares.
With respect to Responsible Investment Disclosure, the committee has ensured that environmental, social and
governance risks are not raised by the incentive structure for senior management inadvertently motivating irresponsible
behaviour.
Experian Performance Share Plan
The Experian Performance Share Plan was approved by GUS shareholders at the Extraordinary General Meeting
(‘EGM’) on 29 August 2006. An initial award was made to participants, including the executive directors, on 11 October
2006. There will be no further awards to executive directors under this plan until June 2009. Performance shares are
‘free’ Experian shares for which no exercise price is payable. Shares are allocated subject to a performance condition
which is measured over a three-year performance period with a five-year vesting period for demerger awards and a
three-year vesting period for subsequent awards. Dividend equivalents will accrue on these awards.
For the demerger awards granted in October 2006, the performance condition is in two separate parts; 50% of the
award will be subject to achievement against a sliding scale of growth in profit before tax (‘PBT’) which the Company
considers to be an appropriate measure as this represents one of the key strategic drivers of the business. The
threshold for vesting will be growth in PBT of 7% per year at which 25% of this part of the award will vest rising, on a
straight-line basis, to 100% of this part of the award vesting if PBT grows at a rate of 14% per year.
The remaining 50% of the award will vest according to the performance of Experian’s Total Shareholder Return
(‘TSR’) (defined as share price movement plus reinvested dividends) relative to the following group of peer
companies:
Acxiom Fair Isaac Harte-Hanks
Alliance Data Systems Fidelity National Financial IAC/Interactive Corp
Bisys Group Fimalac Moodys
Capita Group First American Reuters Group
Choicepoint First Data Thomson
Dun & Bradstreet Fiserv Total System Services
Equifax Global Payments
.