Directors’ Remuneration Report (continued)
growth in LSL’s Adjusted Basic EPS over a period of three financial years starting with the financial year in which the CSOP award is granted is met.
No CSOP options were granted to any Executive Directors during 2011 or 2012 and none have been recommended for 2013.
Joint Share ownership Plan (JSoP)
LSL received Shareholder approval for the JSOP in 2010 and awards were granted in 2010 and 2011. There is currently no intention to grant further
JSOP awards. Full details of all outstanding JSOP awards granted in 2010 and 2011 are set out in the Implementation Report below.
Deferred Bonus Plan (DBP)
The DBP was introduced upon flotation in 2006 although it has not, as yet, been operated. Under the DBP, the Remuneration Committee may invite
any employee (including Executive Directors) to re-invest part of their most recently paid annual bonus (limited to 100% of base salary) into Ordinary
Shares of LSL (Bonus Shares). Provided the Bonus Shares are held by the participant for three years and performance targets have been achieved,
LSL may grant matching shares up to a maximum ratio of 1:1. There is no intention to operate the DBP for 2013 and to the extent that it is operated
for Executive Directors in the future, LSL will consult with its major institutional Shareholders and the major Shareholder representative bodies with
respect to performance metrics and targets.
Shareholding guidelines
The Remuneration Committee operates share ownership guidelines whereby Executive Directors are required to build and maintain a shareholding
equivalent to one year’s base salary over a period of three years from the date the guidelines were adopted (or the date of appointment to the Board
if later) through the retention of vested share awards or through open market purchase(s).
All Employee Share Plans
LSL operates a SAYE, a SIP (BAYE) and a CSOP (with the latter operated by way of an addendum to the rules of the LTIP), all of which are approved by
HMRC. Details of awards granted to Executive Directors are presented in the table of Directors’ Remuneration at page 46.
Executive Directors’ Service contracts
Executive Directors’ service contracts, which do not contain expiry dates, provide that compensation provisions for termination without notice will
only extend to nine months of salary, fixed benefits and pension. By excluding any entitlement to compensation for loss of the opportunity to earn
variable pay, the Committee believes the contracts to be consistent with best practice. Contracts do not contain change of control provisions.
Notice period
from Company
Director Date of contract (months)
Steve Cooke 4th June 2010 9
Simon Embley 15th July 2004 9
David Newnes 1st June 2010 9
Subject to Board approval, Executive Directors are permitted to accept outside appointments on external boards or committees as long as these
are not deemed to interfere with the business of LSL. Save for Simon Embley’s appointment to a small estate management company for which no
remuneration is paid, none of the Executive Directors hold non executive directorships of any other companies other than to represent the minority
interests of the Group or to participate in representative trade bodies.
non Executive Directors’ contracts
The Non Executive Directors, including the Chairman, have letters of appointment which set out their duties and responsibilities. Appointment is
for a fixed term of three years, terminable with three months’ notice on either side. The Non Executive Directors and Chairman are not eligible to
participate in incentive arrangements or receive pension provision.
Date of Original Date of Current Expected Expiry Date of
Director Term Commenced Term Commenced Current Term
Helen Buck 1st December 2011 31st November 2014
Adrian Gill 10th September 2012 9th September 2015
Roger Matthews 11th October 2006 21st November 2012 20th November 2015
Mark Morris 11th October 2006 21st November 2012 20th November 2015
Mark Pain 1st May 2009 30th April 2012 30th April 2015
44 ANNUAL REPORT AND ACCOUNTS 2012