Marks and Spencer 2009 Annual Report Download - page 73

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Directors’ emoluments
Cash Dividend Termination Total Total
Salary/fee allowance4Benefits4equivalents5Bonus payments 2009 2008
£000 £000 £000 £000 £000 £000 £000 £000
Chairman
Sir Stuart Rose11,130 302 45 288 – – 1,765 1,375
Deputy Chairman
Sir David Michels2217 ––––– 217 79
Executive directors
Kate Bostock3500 128 18 71 175 – 892 39
Ian Dyson1675 186 5 143 – – 1,009 698
Steven Sharp1565 141 33 143 – – 882 701
Non-executive directors
Jeremy Darroch 73 –––– – 73 73
Martha Lane Fox 67 –––– – 67 56
Steven Holliday 67 –––– – 67 67
Louise Patten 73 –––– – 73 73
Jan du Plessis 25 –––– – 25 –
Directors retiring from the Board during the year
Lord Burns675 – 1 – – 350 426 453
Steven Esom7134 34 8 – – 568 744 294
Former directors8––––– – 252 284
Total 3,601 791 110 645 175 918 6,492 4,192
1 Stuart Rose, Ian Dyson and Steven Sharp did not receive a salary increase during the year and no bonus was earned in 2008/09.
2 In addition to the fees disclosed in the above table, the Company met a due proportion of Sir David Michels’ general office and administration costs that related to his
Marks & Spencer Board duties. In the year under review, this amounted to £1,667. The arrangement ceased on his appointment to Deputy Chairman on 1 June 2008.
3 Kate Bostock did not receive a salary increase during the year and no bonus was earned in 2008/09 under the Annual Bonus Scheme. £175,000 was earned in 2008/09, which
was the second payment under a three year cash bonus retention arrangement. The final instalment of this bonus arrangement will be paid in 2009/10. Her cash allowance and
benefits include a 25% supplement on her salary earned above the Group’s Pension Scheme cap as she was a member of the Retirement Plan until June 2008. Post June 2008,
her cash allowance included a 25% salary supplement in lieu of pension. In addition, the Company’s contribution into the Retirement Plan for 2008/09 for the period when she
was a member was £2,306. The figure shown in the Total 2008 column was only for the period when she was an executive director (10 March 2008 – 29 March 2008).
4 The elements included in the Cash allowance and Benefits columns of the table are described in detail in the Benefits section on page 65 and have been audited.
5 Dividend equivalents were accrued over the three year vesting period for the 2005 PSP share awards. The shares vested in full in July 2008 (as shown in the table on page 70)
and the dividend equivalents accrued on these shares were paid as cash in August 2008.
6 Lord Burns retired from the Board on 1 June 2008. As per his agreement, the termination payments were phased, made on a monthly basis. The total shown in the table above
comprises 10 months’ fees. There are no further payments to be made.
7 Steven Esom retired from the Board on 1 July 2008, and under the terms of his service contract, the termination payments are phased, and payable on a monthly basis.
The termination payments include nine month’s payments and benefits in line with this contract provision. The maximum number of outstanding phased monthly payments
are three, which, if made, will be paid in 2009/10
8 The £252,000 in 2009 relates to payments to former directors including those made under the Early Retirement Plan. Under this plan, the Remuneration Committee could,
at its discretion, offer an unfunded Early Retirement Pension, separate from the Company pension, which was payable from the date of retirement to age 60. With effect from
31 March 2000, the Early Retirement Plan was withdrawn but payments continue for awards made before this date.
The former directors are James Benfield who received £85,434 (£82,148 in 2008) payable until 22 April 2009, and Derek Hayes who received £59,607 (£76,422 in 2008).
The payments for Derek Hayes ceased on 19 November 2008.
The pension scheme entitlement for Clinton Silver is supplemented by an additional, unfunded pension paid by the Company, which for 2009 was £107,363 (£103,233
in 2008).
Part 2: Audited information