Marks and Spencer 2006 Annual Report Download - page 46

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44 Marks and Spencer Group plc
Remuneration report continued
External appointments
The Company recognises that executive directors may be invited to become non-executive directors of other companies and that
such appointments can broaden their knowledge and experience, to the benefit of the Company. The individual director retains the
fees. Stuart Rose serves as a non-executive director at Land Securities and received a fee of £45,000 during the year under review.
Service contracts
All members of senior management, including executive directors, have service contracts. These contracts can be terminated by the
Company giving 12 months’ notice and by the employee giving six months’ notice. Exceptions may exist where new recruits have
been granted longer notice periods for the initial period of their employment.
The Company retains the right to terminate the contract of any director summarily, in accordance with the terms of their service
agreement, on payment of a sum equivalent to the contractual notice entitlement of 12 months’ salary and specified benefits. In the
case of service agreements concluded after 1 April 2004, the Company reserves the right on termination to make phased payments
which are paid in monthly instalments and subject to mitigation. However, entitlement to participate in future share scheme awards
ceases on termination.
Paul Myners has a service agreement with the Company which, at his request, requires no notice of termination by the Company,
but requires him to give six months’ notice should he wish to terminate the agreement.
Non-executive directors
The non-executive directors have service agreements with the Company for an initial three-year term, which are terminable on three
months’ notice. Anthony Habgood resigned from the Board on 30 August 2005. Lord Burns was appointed to the Board as Deputy
Chairman on 1 October 2005 and will be appointed as Chairman following the AGM in July 2006 when Paul Myners retires. Lord
Burns has a contract which is terminable on three months’ notice. Once appointed to Chairman, his service agreement will require
12 months’ notice from the Company or six months’ notice should he wish to terminate the agreement. Louise Patten and Jeremy
Darroch were appointed to the Board on 1 February and David Michels was appointed on 1 March 2006.
Name Date of appointment Notice period/unexpired term
Lord Burns 01/10/05 3 mths/3 mths
Jeremy Darroch 01/02/06 3 mths/3 mths
Steven Holliday 15/07/04 3 mths/3 mths
Jack Keenan 01/09/01 3 mths/3 mths
Kevin Lomax 01/09/00 3 mths/3 mths
David Michels 01/03/06 3 mths/3 mths
Louise Patten 01/02/06 3 mths/3 mths
Performance graph
This graph illustrates the performance of the Company against the FTSE 100 over the past five years. The FTSE 100 has been
chosen as it is a recognised broad equity market index of which the Company has been a member throughout the period.
Performance, as required by the legislation, is measured by TSR (share price growth plus dividends paid).
Total Shareholder Return
Marks & Spencer Group FTSE 100 Index
Value (£)
Source: Thomson Financial
31 Mar 01 30 Mar 02 29 Mar 03 3 Apr 04 2 Apr 05 1 Apr 06
The above graph looks at the value, at 1 April 2006, of £100 invested in Marks & Spencer Group on 31 March 2001 compared with the value of £100 invested in the
FTSE 100 Index over the same period. The other points plotted are the values at the intervening financial period-ends.
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