HSBC 2009 Annual Report Download - page 346

HSBC HOLDINGS PLC
Directors’ Remuneration Report (continued)
Non-executive Directors > Fees // Directors’ 2009 remuneration
344
re-election by shareholders at Annual General
Meetings. Non-executive directors have no service
contract and are not eligible to participate in HSBC’s
share plans. Current non-executive Directors’ terms
of appointment will expire as follows:
• in 2011, S A Catz, J D Coombe, J W J Hughes-
Hallett, W S H Laidlaw and N R N Murthy;
• in 2012, M K T Cheung, J R Lomax,
S M Robertson, J L Thornton and Sir Brian
Williamson; and
• in 2013, R A Fairhead and G Morgan.
J L Durán, W K L Fung and Sir Mark Moody-
Stuart will retire at the Annual General Meeting in
2010.
Fees
Non-executive Directors’ fees are regularly reviewed
and compared with other large international
companies. The current fee, which was approved
by shareholders in 2006, is £65,000 per annum.
A fee of £30,000 per annum is payable to the
senior independent non-executive Director. In
addition, non-executive Directors received the
following fees for service on Board Committees:
Fees – non-executive Directors
Chairman, Group Audit Committee ...................... £50,000 p.a.
Member, Group Audit Committee ........................ £20,000 p.a.
During 2009, 8 meetings of the Group Audit Committee were held.
Chairman, Remuneration Committee .................... £40,000 p.a.
Member, Remuneration Committee ...................... £20,000 p.a.
During 2009, 7 meetings of the Remuneration Committee were held.
Chairman, Nomination Committee ....................... £30,000 p.a.
Member, Nomination Committee .......................... £20,000 p.a.
During 2009, 3 meetings of the Nomination Committee were held.
Chairman, Corporate Sustainability Committee ... £30,000 p.a.
Member, Corporate Sustainability Committee ...... £20,000 p.a.
During 2009, 5 meetings of the Corporate Sustainability
Committee were held.
In line with the recommendations of the Walker
Review, the Board approved the formation of a
separate Group Risk Committee with effect from
26 February 2010. A fee of £40,000 per annum will
be payable to the Chairman of the Group Risk
Committee and a fee of £20,000 per annum will be
payable to the Members of the Committee. As a
consequence, the fee for the Chairman of the Group
Audit Committee will reduce to £40,000 per annum.