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(ii) Annual package - 2005 financial year
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The
Remuneration Committee has decided that there should be no
increase in base pay for executive directors in the 2005 financial
year, which reflects the restraint being exercised across the company.
Salaries have now been held flat for three years. There is no change
either to on-target and maximum bonus
levels. The annual bonus plan will continue to focus on annual
objectives and to reward the achievement of results against those
objectives. Performance will again be against earnings per share,
free cash flow and customer satisfaction measures. Performance targets
for the 2005 financial year are more challenging than the outturn
of the 2004 financial year, as BT continues its transformation.
For
the achievement of target, performance-related remuneration is approximately
63% of total remuneration (excluding pension) for the Chief Executive
and 55% for the other executive directors.
Total
remuneration comprises base salary, annual bonus and awards under
the DBP, and the expected value of share options and awards under
BT’s long-term incentive plans.
The
Committee has decided that a combination of performance-linked share
options and incentive shares will be granted in the 2005 financial
year. For the last two years, only share options have been granted.
The combination of share
options and share awards creates, in the Committee’s view, a better
balance of remuneration in the light of BT’s business strategy,
including the development of new wave business and the achievement
of operating efficiencies. In the 2005 financial year, the maximum
grant of options will reduce from three times base salary to 1.5
times base salary, and the maximum share award will be equivalent
to two-thirds of salary. The overall value of long-term incentive
awards will not change as a result of these proposals, which were
determined by the Committee with advice from Towers Perrin.
The
performance measure will be relative TSR for both elements but the
FTSE 100 is being replaced by the FTSE E300 Telecommunication Services
index as the comparator group. Performance against an appropriate
industry sector is considered a more appropriate test of executive
capability in driving absolute performance.
At
1 April 2004, the index contained the following companies, excluding
BT:
| Cable
& Wireless |
TDC |
| Cosmote
Mobile Telecommunications |
Tele2 |
| Deutsche
Telekom |
Telecom
Italia |
| France
Telecom |
Telecom
Italia Mobile |
| Hellenic
Telecommunications |
Telefonica |
| mmO2 |
Telekom
Austria |
| Portugal
Telecom |
Telenor |
| KPN |
TeliaSonera |
| Swisscom |
Vodafone
Group |
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For awards made last year subject to TSR,
there was provision for re-testing in year five against a
fixed base. The Committee has decided that there will be no
re-testing in respect of the share awards or options to be
granted in the 2005 financial year. |
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