Remuneration of Executive Directors and other executives

The remuneration of the Executive Directors and other executives may comprise a number of elements from the following:

• Basic salary;
• Performance-related annual cash bonuses;
• Executive Participation Plan (EPP);
• Benefits in kind and other allowances;
• Pension arrangements;
• Share options; and
• Long Term Incentive Plan (LTIP).

Each executive director’s remuneration package is tailored to the individual to ensure an appropriate balance of reward for responsibilities, motivation, retention and share participation, whilst ensuring the overall packages are appropriate to recruit and retain high quality executives capable of achieving the Group’s objectives.

Remuneration of Non-Executive Directors

Other than the Chairman, each non-executive director generally receives the same level of fixed annual fee. The Board balances the responsibilities of each non-executive director (for example, Chairmanship and/or membership of Committees) such that, over the medium-term, each non-executive director has a similar level of workload and commitment.

The Board of Directors as a whole, having given due regard to the required time commitment and responsibilities, sets the fees and expenses payable to the Non-Executive Directors. Non-executive directors do not hold any share options, nor do they participate in any incentive plans or pension schemes with the exception of Ann Gloag who receives a pension accrued when she was an executive director. The members of the Remuneration Committee have no personal interest in the matters to be decided by the Committee other than as shareholders, no conflicts of interest arising from cross-directorships and no day-to-day involvement in running the businesses of the Stagecoach Group.