41061 Unite AR22 HI-RES WEB-READY - Flipbook - Page 149
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
OTHER INFORMATION
Approach to recruitment remuneration
External appointment to the Board
In the cases of hiring or appointing a new Executive Director from outside the Company, the Remuneration Committee may
make use of all the existing components of remuneration, as follows:
Component
Approach
Base salary
The base salaries of new appointees will be determined by reference
to relevant market data, experience and skills of the individual, internal
relativities and their current basic salary. Where new appointees have
initial basic salaries set below market, any shortfall may be managed
with phased increases over a period of two to three years subject to the
individual’s development in the role.
Pension
New appointees will receive Company pension contributions or an
equivalent cash supplement aligned to that offered to a majority of
employees across the Group at the time of appointment (currently 11%
of salary).
Benefits
New appointees will be eligible to receive benefits which may include
(but are not limited to) the provision of a company car or cash alternative,
private medical insurance and any necessary relocation expenses.
New appointees will also be eligible to participate in all-employee
share schemes.
SAYE
Maximum annual grant value
Performance Related
Annual Bonus
The structure described in the policy table will apply to new appointees
with the relevant maximum being pro-rated to reflect the proportion
of employment over the year. Targets for the individual element will be
tailored to each executive.
140% of salary
LTIP
New appointees will be granted awards under the LTIP on the same
terms as other executives, as described in the policy table. The normal
aggregate limit of 200% of salary will apply, save in exceptional
circumstances where up to 300% of salary may be awarded.
300% of salary
In determining appropriate remuneration, the Remuneration Committee will take into consideration all relevant factors
(including quantum, nature of remuneration and the jurisdiction from which the candidate was recruited) to ensure that
arrangements are in the best interests of both Unite and its shareholders. The Committee may make an award in respect
of a new appointment to “buy out” incentive arrangements forfeited on leaving a previous employer on a like-for-like basis,
which may be awarded in addition to the remuneration structure outlined in the table above. In doing so, the Committee
will consider relevant factors including time to vesting, any performance conditions attached to these awards and the
likelihood of those conditions being met. Any such “buy-out” awards will typically be made under the existing annual bonus
and LTIP schemes, although in exceptional circumstances the Committee may exercise the discretion available under Listing
Rule 9.4.2 R to make awards using a different structure. Any “buy-out” awards would have a fair value no higher than the
awards forfeited.
Internal promotion to the Board
In cases of appointing a new Executive Director by way of internal promotion, the Remuneration Committee and Board will
be consistent with the policy for external appointees detailed above. Where an individual has contractual commitments
made prior to their promotion to Executive Director level, the Company will continue to honour these arrangements. With
regards to pension contributions, as above, this would be aligned to that offered to a majority of employees across the
Group at the time of promotion to the Board. The Remuneration Policy for other employees is set out on page 144. Incentive
opportunities for below Board employees are typically no higher than Executive Directors, but measures may vary to provide
better line-of-sight.
Non-Executive Directors
In recruiting a new Non-Executive Director, the Remuneration Committee will utilise the policy as set out in the table on page
145. A base fee in line with the prevailing fee schedule would be payable for Board membership, with additional fees payable
for acting as Senior Independent Director and/or as Chairman of the Board’s Committees.
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