Peachtree 2012 Annual Report Download - page 71

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Remuneration report continued
Single figure of total remuneration for 2012
The table below provides a single figure of total remuneration for 2012 for
executive directors.
Element of remuneration
G S Berruyer
£‘000
P S Harrison
£‘000
Base salary1 708 435
Benefits2 125 20
Pension3 177 109
Bonus4 186 114
Long-term incentives5 ––
Total 1,196 678
1 Salary and fees: cash paid in respect of the year.
2 Benefits: taxable value of all benefits in respect of the year.
3 Pensions: cash value of defined contributions.
4 Bonus: bonus payable in respect of the financial year including any deferred element
at face value at date of award.
5 Long-term incentives: estimated value of PSP vesting for the cycle ending
30 September 2012 which will vest in March 2013.
Executive changes
A J Hobson and D H Clayton
Mr A J Hobson stepped down as Chairman on 1 September 2012 and, to
ensure a smooth handover, was paid until 30 September 2012. He received
no further compensation.
As announced on 15 December 2011, Mr D H Clayton stepped down from the
Board as Director of Strategy and Corporate Development at the AGM in
February 2012, although he continued to work in an executive capacity for
the Group until his employment with the Group ceased on 30 June 2012.
Mr D H Clayton’s appointment terms provided for a 12 month contractual
notice period from the date of announcement, with an entitlement to receive
his base salary and the value of contractual benefits only. Such payments are
made by the Company on a phased (monthly) basis and in accordance with
the mitigation provisions which apply. Payments to Mr D H Clayton ceased
with effect from 30 June 2012 when his employment ended.
Mr D H Clayton received a bonus in respect of 2012 as set out in the table of
emoluments. The payment was based on performance measures established
at the start of the year and was pro-rata to his last date of employment.
The PSP awards made in March 2010 and March 2011 will lapse entirely.
The performance targets for PSP awards made in March 2009 were partially
met and Mr D H Clayton received vested awards in March 2012 as shown
on page 73.
External appointments
Executive directors are permitted, where appropriate and with Board approval,
to take non-executive directorships with other organisations in order to broaden
their knowledge and experience in other markets and countries. Mr P S Harrison
is a non-executive and the Senior Independent Director of Hays plc.
Fees received by the directors in their capacity as directors of these
companies are retained, reflecting the personal responsibility they undertake
in these roles. In the year under review, these fees were £66,480 in the case
of Mr P S Harrison.
The Board recognises the significant demands that are made on executive
and non-executive directors and has therefore adopted a policy that no
executive director should hold more than two directorships of other listed
companies. The Board encourages executive directors to limit other
directorships to one listed company. Except in exceptional circumstances
where approved in advance by the Chairman of the Committee, if an executive
director holds non-executive positions at more than one listed company then
only the fees from one such company will be retained by the director.
No formal limit on other board appointments applies to non-executive
directors under the policy but prior approval from the Chairman on behalf of
the Board is required in the case of any new appointment. In the case of the
Chairman prior approval of the Nomination Committee is required on behalf
of the Board.
Total Shareholder Return (“TSR”) against FTSE 100
The Company is required to include a graph indicating its TSR performance
(that is, share price assuming reinvestment of any dividends) over the last
five years relative to a recognised equity index. Accordingly the graph below
shows the Company’s performance relative to the FTSE 100. The FTSE 100
Index is, in the opinion of the directors, the most appropriate index against
which the TSR of the Company should be measured because of the
comparable size of the companies which comprise that index.
This graph shows the value, by 30 September 2012, of £100 invested in The
Sage Group plc on 30 September 2007 compared with the value of £100
invested in the FTSE 100 index. The other points plotted are the values at
intervening financial year ends.
Directors’ remuneration
The information set out on the following page has been subject to audit as
required by part 3 of Schedule 8 of the Companies Act 2006.
30-Sep-08
30-Sep-07
75
100
125
50
150
30-Sep-09 30-Sep-10 30-Sep-11 30-Sep-12
Value (£)
Sage FTSE 100 Index
Source: Kepler Associates
Overview
Performance
GovernanceFinancial statements
6 9
The Sage Group plc | Annual Report & Accounts 2012