48 LV= Annual Report 2012
Board remuneration – audited Annual remuneration (£,000) Total remuneration (£,000)
Deferred Other Total Total LTIP Total Total
Salary Bonus bonus benefits 2012 2011 2010-12 2012 2011
Mike Rogers1 505 427 132 127 1,191 1,131 1,431 2,622 2,177
Philip Moore1 346 208 52 55 661 609 732 1,393 609
Richard Rowney1 306 240 – 51 597 568 585 1,182 943
John O’Roarke1&2 281 220 – 45 546 54 – 546 314
Dennis Holt 153 – – – 153 150 n/a 153 150
Mark Austen 72 – – – 72 68 n/a 72 68
John Edwards 62 – – – 62 58 n/a 62 58
Cath Keers 61 – – – 61 57 n/a 61 57
Ian Reynolds3 60 – – – 60 64 n/a 60 64
Caroline Burton4 56 – – – 56 15 n/a 56 15
James Dean5 22 – – – 22 – n/a 22 –
Gill Nott6 – – – – – 28 n/a – 28
1,924 1,095 184 278 3,481 2,802 2,748 6,229 4,483
1
Other benefits includes payments in lieu of pension contributions (Mike Rogers £111,000, 4
Appointed 9 November 2011.
Philip Moore £41,000, Richard Rowney £37,000, John O’Roarke £31,000). 5
Appointed 26 July 2012.
2
Appointed 23 November 2011. 6
Resigned 26 May 2011.
3
Resigned 31 October 2012.
Long Term Incentive Plan summary of awards and amounts vested – audited
Award Unvested awards at 1 Awards made Additional value To be paid in respect of Unvested awards at
January 2012 (1) in the year (1) on vesting of 2010-2012 scheme (2) 31 December 2012 (3)
2010-2012 scheme (2)
Mike Rogers 2010-12 477,000 – 954,000 (1,431,000) –
2011-13 477,000 – – – 477,000
2012-14 – 495,000 – – 495,000
Philip Moore 2010-12 244,000 – 488,000 (732,000) –
2011-13 244,000 – – – 244,000
2012-14 – 255,000 – – 255,000
Richard Rowney 2010-12 195,000 – 390,000 (585,000) –
2011-13 212,000 – – – 212,000
2012-14 – 225,000 – – 225,000
1 Unvested awards are shown at the base award level. Unvested awards at 1 January 2012 are 3 Unvested awards at 31 December 2012 are in respect of awards granted in 2011 and 2012.
in respect of awards granted in 2010 and 2011. 4 John O’Roarke did not participate in the LTIP schemes summarised above.
2 For the 2010-2012 LTIP scheme growth in Enterprise Value and investment performance both
exceeded the “above benchmark” targets and accordingly the amounts paid to participating
employees were at the maximum level (i.e in aggregate three times the base award).
The amount paid depends on the group’s performance against value of any deferral will be directly linked during the deferral
our Enterprise Value targets and also on investment performance, period to the value of the Society’s with-profits funds.
with a maximum achievable payout of three times the award. In
determining whether Enterprise Value targets have been achieved, Additionally from 2013 onwards, the maximum payout under the LTIP
the Remuneration Committee may, where appropriate, make scheme will reduce from three times the award value to two times.
positive or negative adjustments for the financial impacts of any
management actions which affect the calculation of the Enterprise Neither the annual bonus nor the LTIP are contractual
Value, to ensure that the calculation is fully aligned to the interest entitlements of those potentially eligible to participate in them.
of members. For some LTIP scheme participants, a proportion of
any payment is linked to the group’s investment performance. Both annual performance bonuses paid and/or deferred and
For this portion to produce a maximum payment, an average LTIP payments are subject to claw-back in the event of any
outperformance of the relevant benchmark of at least 0.6% per material misstatement (including where significant losses
annum must be achieved. subsequently emerge which were not recorded at the time) or
gross misconduct.
During the course of 2012, the committee made a number
of changes to the structure of the LTIP which are intended to Pensions and other benefits
strengthen the alignment with members’ interests and reinforce Since 1 January 2010 we have provided a defined contribution
the link to the Society’s underlying financial strength. For the pension scheme for new employees where we contribute twice the
2013 cycle, the following changes will apply: amount contributed by each employee within a range of employee
l No payment will be made unless a mutual bonus is also paid contributions from a minimum of 3% to a maximum of 7% of
in that year (any amounts earned in a year in which no mutual salary. Previously we offered a final salary scheme; although now
bonus is paid would be deferred until such time as a bonus closed to new members, existing members continued to accrue
was paid); benefits in this scheme.
l No payment will be made unless the Society is operating at
least at a threshold level of capital adequacy in that year; and With effect from 1 July 2013 we will be closing our final salary
l For senior participants in the LTIP (including the executive scheme to the build up of future benefits. All existing final salary
directors) payment of any resulting award will be made one scheme members will have the option to move into our defined
third after the three year period, one third after a further year of contribution pension scheme from that date.
deferral and the final third after two years further deferral; the