Annual Report and Accounts 2010



Remuneration Report

Executive directors' remuneration in 2011

With effect from 1 January 2011, Julian Roberts' basic salary was increased by 2.4%, from £830,000 to £850,000, and Philip Broadley's basic salary was increased by 2.7%, from £550,000 to £565,000. This was in line with the expected inflationary rise of 3% for senior executives of other companies in the FTSE100 index and compares with similar inflationary increases for other employees across the Group, ranging from 3% for staff in the UK, Europe and the US to in excess of 5% in South Africa, in line with the local market. Before making the decision on the increase for executive directors, the Committee reviewed the salary increases for the Group as set out above, and had regard to those increases.

The overall make-up of the remuneration packages of the executive directors for 2011 is as follows:

Julian Roberts, Group Chief Executive

Element Quantum Additional information
Basic salary £850,000 p.a. Paid monthly in cash.
Benefit allowance £297,500 p.a. Paid either as contributions to agreed benefits or monthly in cash - 35% of basic salary.
Short-term incentive £1,275,000 (maximum) Maximum of 150% of basic salary payable half in cash and half deferred for three years under the Old Mutual plc Share Reward Plan. The short-term incentive for 2011 will be based on the achievement of Group financial targets as well as delivery of individually agreed objectives.
Long-term incentive £1,275,000* Expected value of the maximum OMSIP award, after discounting by 40% for the impact of performance targets, as set out in the section of this report titled 'Performance targets applicable to share incentives'.

Philip Broadley, Group Finance Director

Element Quantum Additional information
Basic salary £565,000 p.a. Paid monthly in cash.
Benefit allowance £197,750 p.a. Paid either as contributions to agreed benefits or monthly in cash - 35% of basic salary.
Short-term incentive £847,500 (maximum) Maximum of 150% of basic salary payable half in cash and half deferred for three years under the Old Mutual plc Share Reward Plan. The short-term incentive for 2011 will be based on the achievement of Group financial targets as well as delivery of individually agreed objectives.
Long-term incentive £847,500* Expected value of the maximum OMSIP award, after discounting by 40% for the impact of performance targets, as set out in the section of this report titled 'Performance targets applicable to share incentives'.

* Excludes annualised value of a one-off award granted under the OMSIP in 2010.

Short-term incentive targets for performance year 2011

The respective weightings attached to the Group metrics and personal objectives, shown as a percentage of basic salary, for the executive directors' short-term incentives for 2011 are as follows:

Metric Julian Roberts Group % Philip Broadley Group %
IFRS earnings (Adjusted Operating Profit) per share 56.25 37.5
Return on Equity 56.25 37.5
     
Subtotal 112.5 75
Personal objectives 37.5 75

In his role as Group Finance Director, Philip Broadley is responsible to the Board for all financial matters, including management control over the internal audit, group compliance and risk functions. The financial elements of his annual incentive therefore have a lower weighting than line management executives as more emphasis is placed on personal objectives.

2011 - OMSIP

The awards to be made to the executive directors under the OMSIP in 2011 will have a face value of 250% of basic salary. The awards will be subject to the achievement of key financial goals of restructuring, split equally between the financial performance of the Company's Long-Term Savings business post-restructuring and absolute TSR targets. The basis for these targets was determined in 2010 (as set out in the section of this report titled 'Performance targets applicable to share incentives'), with the financial performance of the Company's Long-Term Savings business being measured over a three-year performance period between 2011 and 2013 and with TSR being measured on an absolute basis, 50% in Rand and 50% in £, averaged at the start (Q4 2010) and end (Q4 2013) of the three-year performance period.

2011 Executive directors' remuneration split

The following chart depicts the overall make-up of the executive directors' respective remuneration packages for 2011, assuming on-target (rather than maximum) delivery on short-term incentives and an expected value for long-term incentives:

2011 Executive directors' market benchmarks

The following charts depict the comparison of Julian Roberts' and Philip Broadley's respective remuneration packages for 2011, based on the total value of guaranteed remuneration and the maximum face value of short-term and long-term incentive awards for the year, against a similar analysis of the FTSE 26-75 companies by market capitalisation:

Total direct remuneration is made up of basic salary, short-term incentives and long-term incentives (excluding the value of benefits).

FTSE 26-75 by Market Capitalisation as supplied by PricewaterhouseCoopers.

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