Experian 2014 Annual Report Download - page 85

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81
Governance • Report on directors’ remuneration
Element and
link to strategy Operation
Maximum potential value and
payment at target
Performance metrics,
weightings, relevant time
period and clawback
Annual bonus
Motivates and rewards the
achievement of specific
financial objectives, linked
to Experian’s strategy to
drive profitable growth.
The Committee approves the performance targets
at the start of each financial year.
At the end of the financial year, the Committee determines
the extent to which these have been satisfied, based on
audited results, and agrees the level of bonus.
Payment is made as soon as practicable after the financial
year end, unless the executive director elects to defer some
or all of their bonus into the CIP.
Minimum payout is zero.
For below-target
performance, a payout would
generally only be made if
the Committee judges that
circumstances justify it.
Bonus of 100% of salary
is payable for target
performance.
Bonus of 200% of salary
is payable for maximum
performance.
The annual bonus is
entirely based on financial
performance.
The Committee will exercise
its judgment on whether to
vary the level of payout, if it
considers that the payout
determined by measuring
performance is inconsistent
with the Group’s actual
underlying financial and
operational performance.
If any bonus is paid that is
ultimately found to have
been based on materially
misstated financial results,
the Committee has discretion
to reduce the bonus
opportunity accordingly
in the following year.
CIP
Use of stretching financial
metrics incentivises
performance.
Aligns with shareholder
interests through personal
investment and delivery
of shares.
Encourages participants’
long-term commitment
to the Group through
personal investment.
Participants are invited to invest between 50% and 100%
of their annual bonus in Experian shares.
A conditional award of matching shares is granted on
a two-for-one basis, and will vest subject to achieving
performance targets tested over a three-year period.
Dividend equivalents accrue on conditional awards
of shares.
Minimum vesting of
matching shares is zero.
Nothing vests for below-
target performance.
For target performance,
matching shares vest on
a one-for-one basis.
For maximum performance,
matching shares vest on
a two-for-one basis.
Vesting of awards is based on
financial performance, subject
to the Committee being
satisfied that the vesting is not
based on materially misstated
financial results.
The Committee will exercise
its judgment on whether to
vary the level of vesting, if
it considers that the level
of vesting determined by
measuring performance is
inconsistent with the Group’s
actual underlying financial
and operational performance.
PSP
Use of stretching financial
metrics incentivises
performance.
Aligns with shareholder
interests through delivery
of shares.
Annual award of conditional shares which vest subject
to achieving performance targets tested over a three-
year period.
Dividend equivalents accrue on conditional awards
of shares.
Normal maximum award
levels are 200% of salary.
Awards of up to 400% of
salary may be made in
exceptional circumstances
such as on recruitment.
Minimum vesting of awards
is zero.
Nothing vests for below-
target performance.
For target performance, 25%
of the shares vest.
For maximum performance,
100% of the shares vest.
Vesting of up to 25% of
the awards is based on a
share-based metric, with
the balance based on
financial performance.
Awards are also subject to
a financial underpin and a
clawback feature whereby
vesting is subject to the
Committee being satisfied
that it is not based on
materially misstated
financial results.
The Committee will exercise
its judgment on whether to
vary the level of vesting, if
it considers that the level
of vesting determined by
measuring performance
is inconsistent with the
Group’s actual underlying
financial and operational
performance.