Voting outcome at the 2014 Annual General Meeting
The following table summarises the details of votes cast in
respect of the remuneration resolutions along with the number
of votes cast as a percentage of the Issued Share Capital
(‘ISC’). The Committee was pleased with the level of support
shown by shareholders and will continue to consider the
views of, and feedback from, shareholders when setting
and reporting on remuneration arrangements.
Details of the voting on all resolutions at the 2015 AGM will be announced via the
RNS and made available on the IMI website following the AGM.
Directors’
Remuneration
Report
Votes for
Votes against Total votes cast
Votes withheld
(abstentions)
Directors’
Remuneration
Policy
177,728,610
(95.89%)
7,626,905
185,355,515
(68.30% of ISC)
184,135
Annual
Remuneration
Policy
168,107,992
(98.90%)
1,864,870
169,972,862
(62.63% of ISC)
15,570,312
Executive single figure table (audited)
These figures have been calculated as follows:
Base salary:
the actual salary receivable for the year.
Pension:
the cash allowance paid in lieu of pension.
Taxable benefits:
the gross value of all taxable benefits (or benefits that
would be taxable in the UK) received in the year.
Annual incentive bonus:
the value of the annual incentive payable for
performance in respect of the relevant financial year
(half of this is automatically delivered in shares when
the executive does not meet the share ownership
requirement).
Share Matching Plan:
the value on vesting of the matching shares that were
subject to performance over the three-year period
ending on 31 December in the relevant financial year.
(See share price assumptions below).
Performance Share Plan: the value on vesting of shares that were subject to
performance over the three-year period ending on
31 December in the relevant financial year.
(See share price assumptions below).
Share price assumptions: For shares vesting in 2015, that related to
performance in the three years to 31 December
2014, the average share price over the final three
months of 2014 (1,204.86 pence) is used to estimate
the value of shares on vesting. For shares vested in
2014, relating to performance in the three years to
31 December 2013, previously reported figures
3
are
updated to reflect the actual share price on the date of
vesting (1,453.00 pence for the Share Matching Plan
and 1,450.00 pence for the Performance Share Plan).
All-employee share plans: the value of free shares and dividends (SIP) at award
made in the relevant financial year and the intrinsic
value of share options on the date of grant (SAYE) in
the relevant financial year (applying a 10% discount).
Dividend equivalent
payments:
the value of dividend equivalent shares on vested but
unexercised awards under the share plans, valued at
the price on the dividend payment date.
1
Mark Selway was appointed on 1 October 2013 and the table reflects
payments from this date.
2
Martin Lamb retired from the Board on 8 May 2014 and the table reflects
payments to this date.
3
The average share price over the final three months of 2013 (1,487.41 pence)
was used.
D M Hurt and R M Twite served on the Boards of Tate & Lyle PLC and Halma plc respectively during the year. Fees of £62,512.50 and £20,923.08 were received in
respect of these appointments.
Director
Fixed pay
(£000)
Annual variable
pay
(£000)
Long-term variable pay
(£000)
Other items in the nature
of remuneration
(£000)
Total
(£000)
Base salary
Pension
Taxable
benefits
Annual
incentive
bonus
Share
Matching
Plan
(SMP)
Performance
Share
Plan (PSP)
Subtotal
long-term
variable
pay
All-
Employee
Share Plans
Dividend
equivalent
Payments
See Page
Page 71
Pages
71 to 72 Page 72
Pages
72 to 73
Pages
73 to 74
Pages
74 to 75
Page 75
Page 76
M W Selway
1
2014
750
225
45
545
-
-
-
2
-
1,567
2013
188
56
109
237
-
-
-
-
-
590
D M Hurt
2014
430
151
21
191
1,214
-
1,214
4
148
2,159
2013
417
146
20
323
1,543
540
2,083
3
180
3,172
R M Twite
2014
430
151
19
197
1,117
-
1,117
3
46
1,963
2013
417
146
19
299
1,341
510
1,851
3
55
2,790
M J Lamb
2
2014
271
95
11
140
2,656
-
2,656
3
-
3,176
2013
765
386
27
711
3,374
985
4,359
5
329
6,582
69
Strategic Review
Performance Review
Corporate Governance
Financial Statements
Introduction
Annual Report and Accounts 2014
