The Committee determines and agrees with the Board the Company's remuneration policy and framework. It determines the remuneration packages for all Executive Directors and the Chairman, and recommends and monitors the level and structure of remuneration for senior managers.
The Key responsibilities of the Committee are to:
- To determine the Company's remuneration policy and framework, taking into account factors which it deems necessary, including legal and regulatory requirements
- To review the ongoing appropriateness and relevance of the remuneration policy
- To determine the total individual remuneration packages for the Chairman, each Executive Director, the Company Secretary and other members of the Executive management team as are designated by the Board from time to time
- To ensure that no payment or proposed payment is made that is not consistent with the remuneration policy most recently approved by shareholders
- To select, appoint and set the terms of reference for any remuneration consultants who advise the Committee
- To oversee any major changes in employee benefits structures throughout the Group
Detailed responsibilities are set out in the Committee’s terms of reference.
Looking ahead to 2018
In addition to routine business, the Committee will:
with the exception to the change to the application of the policy relating to pension supplement, the Committee does not propose to make any further changes in 2018. Targets have been set in line with 2017, and the Committee are confident that the current policy will serve us well in the coming year. The Committee will of course continue our dialogue with shareholders and are committed to ensuring that the remuneration policies reflect the changing expectations of shareholders, stakeholders and society at large.
External advisers to the Committee
Korn Ferry Hay Group was retained as the appointed adviser to the Committee until October 2017 to provide independent advice on remuneration policy and practice. During the summer of 2017, the Committee conducted a tendering process inviting a long list of members of the Remuneration Consulting Group (RCG) to participate in the pre-tender process. From this process, four firms were invited to present to a sub-group of the Committee and Deloitte were selected to be the new advisers from October 2017.
Korn Ferry Hay Group did not have any connection with the Group other than in providing advice in relation to Executive remuneration and Non-Executive fees. Deloitte also provided overseas tax and legal advisory services. Both Deloitte and Korn Ferry Hay Group are signatories to the Remuneration Consultants Group Code of Conduct.
The total fees paid to Korn Ferry Hay Group for its services during the year was £74,320 (excluding VAT) and the total fees paid to Deloitte during the year were £13,600 (excluding VAT).
The Committee regularly reviews the external adviser relationship and is comfortable that the advice it is receiving remains objective and independent.