Experian 2008 Annual Report Download - page 59

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57Experian Annual Report 2008
Introduction
2 – 5
Business review
6 – 37
Financial statements
65 – 144
Governance
Report on directors’ remuneration
Governance
Report on directors’ remuneration
Performance graph
The committee has chosen to illustrate TSR for GUS plc until demerger and Experian Group Limited against the
FTSE 100 Index for the period since listing on 11 October 2006 to 31 March 2008. The FTSE 100 Index is the most
appropriate index against which TSR should be measured, as it is a widely used and understood index of leading UK
companies.
The above graphs show that, at 31 March 2008, a hypothetical £100 invested in GUS and subsequently, Experian would
have generated a total return of £198 compared with a return of £120 if invested in the FTSE 100 Index on 31 March
2000 and a total return of £153 compared with a return of £192 if invested in the FTSE 100 Index on 31 March 2003.
Shareholding guideline
The committee believes that it is important that executives build a significant shareholding to align their interests
with those of shareholders. Therefore the committee has established guidelines under which the Chief Executive
Officer should hold the equivalent of two times his base salary in Experian Group Limited shares and other executive
directors, one times their base salary, including shares held under the Co-investment and Reinvestment plans. Each
of the executive directors meets these guidelines.
Non-executive directors’ remuneration policy
The board’s policy on non-executive directors’ remuneration is that:
Fees should reflect individual responsibilities and membership of board committees.
l
Remuneration should be in line with recognised best practice and sufficient to attract, motivate and retain high calibre non- l
executives.
Remuneration should be a combination of cash fees (paid quarterly) and Experian Group Limited shares (bought annually in
l
the first quarter of the financial year).
Non-executive directors are obliged to comply with a shareholding requirement explained below. Any tax liability connected
l
to these arrangements is the responsibility of the individual director.
The use of Experian Group Limited shares in the package helps align the interests of non-executive directors with those of shareholders.
l
Non-executive directors do not receive any benefits in kind. The Chairman has the use of a company car and private l
healthcare.
The fees of non-executive directors were reviewed in 2008 and will next be reviewed in 2009. Fees are reviewed in the light
of market practice in FTSE 100 companies and anticipated number of days worked, tasks and responsibilities.
Base fee €106,154
Senior independent director €19,437
Chair of audit committee €31,398
Chair of remuneration committee €23,922
Experian requires its non-executive directors to build up a holding in the Company’s shares equal to one times their annual
fee. One quarter of their annual fee is used to purchase shares in the Company each year until they reach this holding.
Such shares are included in the table of directors’ interests on page 63. Non-executive directors do not participate in
executive share schemes or other employee share scheme arrangements. Non-executives do not have service contracts
but each has a letter of appointment. No non-executive director’s letter of appointment provides for any termination
payment. Each appointment is for a renewable three-year term but may be terminated by either party on one month’s
written notice.
Performance as GUS (to 6 October 2006)
Performance as Experian (from 6 October 2006)
March
00
March
01
March
02
March
03
March
04
March
05
March
06
March
07
March
08
£350
£300
£250
£200
£150
£100
£50
£0
Value of £100 invested in GUS/Experian and the FTSE 100
on 31 March 2000
FTSE 100 Index
March
03
March
04
March
05
March
06
March
07
March
08
£300
£250
£200
£150
£100
£50
£0
Value of £100 invested in GUS/Experian and the FTSE 100
on 31 March 2003
FTSE 100 Index
Performance as GUS (to 6 October 2006)
Performance as Experian (from 6 October 2006)