Experian 2016 Annual Report Download - page 100

Advice provided to the Committee
In making its decisions, the Committee consults the Chairman, the CEO and the Group HR Director where it is appropriate to do
so. Other members of the Global Reward team are also invited to attend Committee meetings as appropriate. The CFO is normally
consulted in respect of performance conditions applying to short- and long-term incentive arrangements. No executives are present
when their own remuneration arrangements are being discussed.
The Committee has access to independent consultants to ensure it receives objective advice. Following a review of its external
advisers in 2013, Towers Watson Ltd (‘Willis Towers Watson’) was appointed to this role by the Committee, and continued to act as
external adviser throughout the year ended 31 March 2016. Willis Towers Watson provides other services to Experian globally, which
comprise advice on pensions, benefits, employee engagement and market data.
In addition, Kepler (now a brand of Mercer) provided incentive plan award valuations and remuneration data, as well as supporting
data for the target calibration process. Kepler does not provide any other services to the Group, although Mercer, Kepler’s parent
company, does provide unrelated services to the Group.
Willis Towers Watson and Kepler are members of the Remuneration Consultants Group and voluntarily operate under the Code of
Conduct in relation to executive remuneration consulting in the UK. Accordingly, the Committee was satisfied that their advice was
objective and independent.
The fees paid to these advisers for services to the Committee in the year ended 31 March 2016 are set out in the following table, and
are based on hours spent:
Adviser Fees paid in 2016
Willis Towers Watson £45,364
Kepler £21,350
Statement of voting at the 2015 AGM (not audited)
The voting to approve last year’s Annual report on directors’ remuneration at the AGM held on 22 July 2015, and the Directors’
remuneration policy approved at the AGM held on 16 July 2014, is set out in the following table:
Votes for (including
discretionary votes)
%
Number
Votes against
%
Number
Total number
of votes cast
Number of
votes withheld
Annual report on remuneration (2015 AGM) 81.4%
437,388,518
18.6%
100,228,541 537,617,059 135,583,766
Directors’ remuneration policy report (2014 AGM) 87.4%
589,190,713
12.6%
85,081,251 674,271,964 12,209,840
In advance of the 2015 AGM, the Committee wrote to our largest shareholders and investor representative bodies such as the
Investment Association, ISS and the National Association of Pension Funds (now the Pensions and Lifetime Savings Association), to
explain changes to the remuneration structure. We also engaged with them, where appropriate, to discuss any concerns or to clarify
their understanding to assist them in making an informed voting decision. After listening to our shareholders’ views, we decided to
make a number of disclosure changes going forward, including a commitment to retrospectively disclose annual bonus targets from
the year commencing 1 April 2016. These targets will be disclosed in the following year’s Report.
Annual report on remuneration continued
98 Governance •Report on directors’ remuneration