Audited part of Remuneration Report
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| Directors’ remuneration | ||||||
| The remuneration of the directors listed by individual director is as follows: | ||||||
| Salary/ fees £’000 |
Benefits (f) £’000 |
Annual bonus £’000 |
Termination payments £’000 |
2007 Total £’000 |
2006 Total £’000 |
|
| Executive directors | ||||||
| Peter Clarke | 385 | 22 | 4,752 | – | 5,159 | 3,978 |
| Kevin Davis (a) | 338 | 63 | 4,752 | – | 5,153 | 4,711 |
| Stanley Fink (b) | 442 | 44 | 7,127 | – | 7,613 | 5,997 |
| Non-executive directors | ||||||
| Harvey McGrath | 362 | – | – | – | 362 | 362 |
| Jon Aisbitt | 75 | – | – | – | 75 | 75 |
| Alison Carnwath | 95 | – | – | – | 95 | 95 |
| Dugald Eadie | 85 | – | – | – | 85 | 85 |
| Glen Moreno | 95 | – | – | – | 95 | 95 |
| Former directors | ||||||
| Chris Chambers – executive (c) | 161 | – | – | 161 | 1,875 | |
| Jonathan Nicholls – non-executive (d) | 25 | – | – | – | 25 | 75 |
| Stephen Nesbitt – non-executive (e) | – | – | – | – | – | 21 |
| 31 March 2007 | 2,063 | 129 | 16,631 | – | 18,823 | |
| 31 March 2006 | 2,055 | 294 | 13,300 | 1,720 | 17,369 | |
| US dollar equivalent (see
Note 5(e) to the financial statements) |
$35.7m | $31.0m | ||||
| Notes: (a) Kevin Davis’ salary and annual bonus are paid in US dollars. The equivalent sterling figures in the above table are derived by applying the average USD:GBP exchange rate for the year of 1.8941. (b) Stanley Fink became a non-executive director on 30 March 2007. (c) Chris Chambers resigned on 31 August 2005. Under the terms of his termination agreement he continued to receive a monthly salary and benefits in kind up to 30 September 2006 (the ‘termination date’). He was entitled to retain share options and awards subject to complying with his service and termination agreements and with an additional restrictive covenant, which states that he will not be employed or engaged in any capacity in a business which is in competition with the business of the Man Group. Details of his outstanding share options and awards are given in the relevant tables below. (d) Retired from the Board 20 July 2006. (e) Retired from the Board 12 July 2005. (f) The benefits of Peter Clarke, Kevin Davis and Stanley Fink almost entirely relate to a taxable benefit in kind assessment in connection with the Assisted Purchase Scheme (details of which are given in Remuneration Report). |
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Retirement benefits accruing to Peter Clarke under a defined benefit pension scheme and contributions to money purchase schemes relating to other directors were as follows:
| Defined benefit scheme | ||||||||
| Age | Accrued pension at 31 March 2007 (a) £’000 per annum |
Increase in accrued pension during the year £’000 per annum |
Increase in accrued pension during the year (net of inflation) £’000 per annum |
Transfer value at 31 March 2007 of increase in accrued pension during the year(net of inflation) (b) £’000 |
Transfer value of accrued pension at 31 March 2007 (b) £’000 |
Transfer value of accrued pension at 31 March 2006 (b) £’000 |
Increase in transfer value over the year £’000 |
|
| Peter Clarke | 47 | 47 | 23 | 21 | 300 | 655 | 320 | 335 |
| Notes: (a) The accrued pension is the amount which would be paid if the director left service at 31 March 2007. (b) The transfer values have been calculated in accordance with the guidance note ‘GN11’ published by the Institute of Actuaries and Faculty of Actuaries. |
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| Money purchase schemes |
||
| 2007 £’000 |
2006 £’000 |
|
| Executive directors | ||
| Kevin Davis | 28 | 15 |
| Stanley Fink | 42 | 42 |
| Former executive director | ||
| Chris Chambers* | 22 | 15 |
| * Chris Chambers resigned as a director on 31 August 2005. | ||
| Shares under option under the Man Group Executive Share Option Scheme 2001 (a) | ||||||||
| Number of options | ||||||||
| Date of grant |
1 April 2006 | Granted during year |
Exercised during year (b) |
31 March 2007 |
Option Price |
Earliest exercise date |
Latest exercise date |
|
| Executive directors | ||||||||
| Peter Clarke | June 2002 | 313,806 | – | – | 313,806 | 159.33p | June 2005 | June 2012 |
| June 2003 | 253,716 | – | – | 253,716 | 212.83p | June 2006 | June 2013 | |
| June 2004 | 217,836 | – | – | 217,836 | 261.67p | June 2007 | June 2014 | |
| June 2005 | 254,238 | – | – | 254,238 | 236.00p | June 2008 | June 2015 | |
| June 2006 | – | 187,578 | – | 187,578 | 399.83p | June 2009 | June 2016 | |
| Kevin Davis | June 2003 | 253,716 | – | 27,900 | 225,816 | 212.83p | June 2006 | June 2013 |
| June 2004 | 217,836 | – | – | 217,836 | 261.67p | June 2007 | June 2014 | |
| June 2005 | 254,238 | – | – | 254,238 | 236.00p | June 2008 | June 2015 | |
| June 2006 | – | 187,578 | – | 187,578 | 399.83p | June 2009 | June 2016 | |
| Stanley Fink | July 2001 | 454,296 | – | – | 454,296 | 154.08p | July 2004 | July 2011 |
| June 2002 | 439,332 | – | – | 439,332 | 159.33p | June 2005 | June 2012 | |
| June 2003 | 347,688 | – | – | 347,688 | 212.83p | June 2006 | June 2013 | |
| June 2004 | 294,270 | – | – | 294,270 | 261.67p | June 2007 | June 2014 | |
| June 2005 | 338,982 | – | – | 338,982 | 236.00p | June 2008 | June 2015 | |
| June 2006 | – | 216,588 | – | 216,588 | 399.83p | June 2009 | June 2016 | |
| Former executive director | ||||||||
| Chris Chambers (c) | June 2003 | 133,908 | – | 133,908 | – | 212.83p | June 2006 | Sep 2007 |
| June 2004 | 217,836 | – | – | 217,836 | 261.67p | June 2007 | Dec 2007 | |
| June 2005 | 254,238 | – | – | 254,238 | 236.00p | June 2008 | Dec 2008 | |
| Notes: (a) For all grants prior to June 2006, 50% of each option will vest if the Company’s underlying earnings per share growth matches or exceeds the growth in RPI plus 3% per annum, with the entire option vesting at RPI plus 6% per annum. For all grants from June 2006 and onwards 50% of each option will vest if the Company’s underlying earnings per share growth in the single three-year performance period matches or exceeds the growth in RPI plus 5% per annum, with the entire option vesting at RPI plus 10% per annum. The options granted in 2001, 2002, 2003 and 2004 have fully met the performance criteria. (b) Kevin Davis exercised part of his 2003 options on 21 June 2006 when the share price was 396.83 pence, giving a gain of £51,335. Chris Chambers exercised his 2003 options on 21 June 2006 when the share price was 396.83 pence, giving a gain of £246,391. |
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| Shares under option under the Man Group Sharesave Scheme | ||||||||
| Number of options | ||||||||
| Date of grant |
1 April 2006 | Granted during year |
Exercised during year (a) |
31 March 2007 |
Option Price |
Earliest exercise date |
Latest exercise date |
|
| Stanley Fink | Oct 2001 |
13,608 | – | 13,608 | – | 124p | Nov 2006 | April 2007 |
| Notes: (a) Stanley Fink exercised his options granted in October 2001 on 22 November 2006 when the closing share price was 490.75 pence, giving a gain of £49,907. |
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