Experian 2011 Annual Report Download - page 83

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81
Governance Report on directors’ remuneration
PSP awards to be made in the year ending 31 March 2012
For awards to be made in the year ending 31 March 2012, it is intended that the same performance measures will be used as for the awards
made in June 2010 (i.e. growth in PBT and TSR). The Committee has reviewed the performance targets associated with these measures in
the light of the improved economic conditions in which Experian is operating and has determined that the growth in PBT measure should be
made more stretching than in recent years. Both performance conditions will be measured over a three-year period. For the 75% of any award
subject to the growth in PBT performance condition, 25% will vest for growth in PBT of 7% p.a. on average, increasing to vesting of 100% if
PBT growth of 14% p.a. on average is achieved. It is intended that the remaining 25% of any award will be subject to the same relative TSR
performance condition as applied to the awards made in June 2010. These performance targets are illustrated in the graphs below.
PSP awards to be made in the year
ending 31 March 2012 (75% of an award)
100%
75%
50%
25%
0%
Experian’s average annual PBT growth over three years
% of shares vesting
7% 14%
PSP awards to be made in the year
ending 31 March 2012 (25% of an award)
100%
75%
50%
25%
0%
% extent to which Experian’s TSR outperforms
the TSR of the FTSE 100 Index over three years
% of shares vesting
0% 25%
In addition, vesting of any awards made in the year ending 31 March 2012 will be subject to satisfactory ROCE performance and to the
Committee being satisfied that the vesting is not based on financial results which have been materially misstated.
Experian Share Option Plan (‘ESOP’)
Grants were last made to executive directors under the ESOP in June 2009. Following a review of the remuneration package for executive
directors in 2010, the Committee concluded that no grants would be made under this plan in 2010 and has agreed this will also be the case for
2011 (other than in exceptional circumstances). The maximum award under the ESOP is normally 200% of base salary, although up to 400% of
salary may be awarded under exceptional circumstances. Use of the ESOP in the future will remain under review by the Committee. Details
of outstanding awards under the ESOP and the associated performance conditions are set out in the table entitled 'Share options'.
Experian sharesave plans
All executive directors and employees of the Company, and any participating subsidiaries in which sharesave or a local equivalent is
operated, are eligible to participate if they are employed by the Group at a qualifying date. As an example of these plans, the UK Sharesave
Plan provides an opportunity for employees to save a regular monthly amount, over either three or five years which, at the end of the savings
period, may be used to purchase Experian shares at up to 20% below market value at the date of grant.
Shares released to participants in the year ended 31 March 2011
Experian Reinvestment Plans
Awards to executive directors under the 2004 and 2005 cycles of the GUS Co-investment Plans were reinvested in awards under the Experian
Reinvestment Plans at demerger to ensure that directors remained fully aligned to the performance of the demerged business. Matching
awards of shares were made under these plans, the release of which is subject to the achievement of performance conditions, the retention
of reinvested shares and continued employment. The vesting of 50% of the matching awards was subject to achievement against a sliding
scale growth in PBT performance condition. 30% of this part of the award would vest for average growth in PBT of 7% p.a. over a three-year
period, increasing to 100% of this part of the award vesting for average PBT growth of 14% p.a. This part of the matching award vests in two
equal tranches, on the fourth and fifth anniversaries of grant. The remaining 50% of the matching award vests in three tranches, 50% on the
third anniversary of grant, 25% on the fourth anniversary of grant and 25% on the fifth anniversary of grant, subject to continued employment.
85