41061 Unite AR22 HI-RES WEB-READY - Flipbook - Page 141
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
OTHER INFORMATION
This report has been prepared in accordance with the provisions of the Companies Act 2006 and Schedule 8 of the Large
and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 (as amended). It also meets the
requirements of the UK Listing Authority’s Listing Rules and the Disclosure and Transparency Rules.
In accordance with the Regulations, the following sections of the Remuneration Report are subject to audit: the Single
total figure of remuneration for Directors and accompanying notes (pages 150–151), Scheme interests awarded during the
financial year (page 158), Payments to past directors (page 158), Payments for loss of office (page 158) and the statement of
Directors’ shareholdings and share interests (pages 161–162). The remaining sections of the report are not subject to audit.
The 2018 UK Corporate Governance Code sets out principles against which the Committee should determine the policy for
executives. A summary of the principles and how Unite’s Remuneration Policy reflects these is set out below:
PRINCIPLE
APPROACH
Clarity – Remuneration arrangements should be
transparent and promote effective engagement
with shareholders and the workforce.
The Committee operates a consistent remuneration approach that is well-understood
internally and externally. The Committee regularly engages with major shareholders
on executive remuneration and undertook a detailed consultation during the design of
the current policy.
Simplicity – Remuneration structures should
avoid complexity, and their rationale and
operation should be easy to understand.
The Group operates a market-standard remuneration structure consisting of fixed pay,
an annual bonus and a single long-term incentive. The annual bonus scheme has been
further simplified as part of the most recent policy review through the standardisation
of the deferral requirement regardless of existing shareholdings.
Risk – Remuneration arrangements should ensure
reputational and other risks from excessive
rewards, and behavioural risks that can arise from
target-based incentive plans, are identified and
mitigated.
Each year, incentive targets will be set which the Committee believes are stretching
and achievable within the risk-appetite set by the Board. The Committee retains full
discretion to override formulaic incentive outcomes under both the annual bonus and
long-term incentive in the event that this would produce a result inconsistent with the
Company’s remuneration principles.
All variable incentives incorporate recovery provisions (malus and clawback) that
allow the Committee to reduce the outcomes, potentially down to zero, in specified
cases. The Committee believes that these triggers are appropriately wide-ranging and
enforceable.
Alignment to culture – Incentive schemes
should drive behaviours consistent with company
purpose, values and strategy.
All permanent employees participate in the annual bonus, and share similar corporate
performance metrics to ensure cultural alignment across the Group. We believe that
aligning remuneration across the business is a key element of aligning our culture,
fulfilling our values and being a strong driver of business performance.
Predictability – The range of possible values of
rewards to individual directors and any other
limits or discretions should be identified and
explained at the time of approving the policy.
The Committee maintains clear caps on incentive opportunities and will use its
available discretion if necessary.
Proportionality – The link between individual
awards, the delivery of strategy and the long-term
performance of the company should be clear.
Outcomes should not reward poor performance.
The Committee ensures performance metrics are clearly aligned with the Group’s
strategy each year, maintaining an appropriate balance between fixed pay, short- and
long-term incentive opportunities. Targets are set to be stretching but achievable,
within the Board’s risk appetite. Details of our approach to measure selection and
target setting is included as a note to the policy table.
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