Peachtree 2015 Annual Report Download - page 79

Remuneration policy
The current policy report was approved by shareholders at the 2014 AGM and can be found on our website (www.sage.com). As outlined in the
Statement of the Remuneration Commiee Chairman, the Remuneration Commiee is proposing a number of changes to the current policy
primarily to ensure consistency with our future strategic and operational implementation plans. Shareholder approval will be sought at the 2016
AGM for the new remuneration policy set out below. Subject to shareholder approval, the new policy will take effect from the date of the AGM.
The key proposed changesfrom the current policy are:
– A minimum of one-third of the annual bonus paid to executive directors will be delivered in deferred shares. Under the previous policy,
executive directors were only required to defer 20% of their bonus into shares if they were non-compliant with their shareholding guideline
– The Remuneration Commiee will have flexibility to apply an additional mandatory holding period beyond the expiry ofa performance period
applicable toPSP awards
– In order to provide consistency with Sage’s future strategy, performance measures for future PSP awards will be based on recurring revenue
growth and relative Total Shareholder Return (TSR) performance (subject to underpin conditions). Under the previous policy, PSP awards were
subject to a combination of organic revenue growth, EPS growth and relative TSR performance measures
– Malus and clawback provisions will apply to all variable pay awarded to executive directors following the introduction of the revised policy
– Change of control and loss of office policies have been updated for consistency with the new PSP rules that were approved by shareholders
at the 2015 AGM.
Remuneration policy table
The table below sets out the remuneration policy that the Company intends to apply, subject to shareholder approval, from 1st of March 2016
(the date of the AGM).
Alignment with strategy/purpose Operation Maximum opportunity Performance measures
Base salary
Supports the recruitment and
retention of executive directors
of the calibre required to deliver
the Group’s strategy.
Rewards executives for the
performance of their role.
Set at a level that allows fully
flexible operation of our variable
pay plans.
Normally reviewed annually, with any
increases applied from January.
When determining base salary levels,
consideration is given to the following:
– Pay increases for other employees in
major operating businesses of the Group
– The individual’s skills and responsibilities
– Pay at companies of a similar size and
international scope to Sage, in particular
those within the FTSE 100 (excluding
the top 30)
– Corporate and individual performance
Ordinarily, salary increases will be in line with
increases awarded to other employees in
major operating businesses of the Group.
However, increases may be made above this
level at the Commiee’s discretion to take
account of individual circumstances such as:
– Increase in scope and responsibility
– Increase to reflect the individual’s
development and performance in role (e.g. for
a new appointment where base salary may be
increased over time rather than set directly at
the level of the previous incumbent
or market level)
– Alignment to market level
Accordingly, no monetary maximum has been set.
None, although overall
performance of the
individual is considered
by the Remuneration
Commiee when
seing and reviewing
salaries annually.
Pension
Provide a competitive post-
retirement benefit, in a way
that manages the overall cost
to the Company.
Defined contribution plan (with Company
contributions set as a percentage of
base salary).
An individual may elect to receive some
or all of their pension contribution as a
cash allowance.
25% of base salary for all executive directors.
No element other than base salary is
pensionable.
None.
Benefits
Provide a competitive and
cost-effective benefitspackage
to executives toassist them to
carry out their duties effectively.
The Group provides a range of benefits
which may include a car benefit (or cash
equivalent), private medical insurance,
permanent health insurance, life assurance
and financial advice.
Additional benefits may also beprovided
in certain circumstances which may include
relocation expenses, housing allowance and
school fees. Other benefits may be offered if
considered appropriate and reasonable by
the Commiee.
Set at a level which the Remuneration
Commiee considers:
– Appropriately positioned against comparable
roles in companies of a similar size and
complexity in the relevant market
– Provides a sufficient level of benefit based
on the role and individual circumstances,
such as relocation
– As the costs of providing benefits will depend
on adirector's individual circumstances, the
Remuneration Commiee has not set a
monetary maximum
None.
The Sage Group plc | Annual Report & Accounts 2015 77
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