Corporate Governance
The Board applies principles of good corporate governance relating to directors' remuneration
and also keeps abreast of changing trends. Governance of directors' remuneration is undertaken
by the remuneration committee.
The remuneration of non-executive directors is determined by the shareholders of the Company
in general meeting, acting pursuant to a recommendation of the Board acting, in turn, pursuant
to a recommendation of the executive committee.
The remuneration committee takes cognisance of market norms and practices, as well as the
additional responsibilities placed on Board members by legislation and corporate governance
principles. The independent non-executive directors do not have service contracts with the
Group and are not members of the Group's pension schemes. The Company does not grant
options and shares to non-executive directors. Non-executive directors receive an annual fee for
their contribution. The annual fee consists of a base retainer fee and, where applicable, a
committee membership fee. The Group pays for all travel and accommodation expenses incurred
by directors to attend Board meetings. Details of the emoluments paid to non-executive
directors are given in note 30 to the financial statements.
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