Executive remuneration Update...
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1 Executive remuneration Update... SARA Breakfast September 2012
2 Agenda Latest research on CEO Total Package Latest LTI Survey Research on the Psychology of Incentives Latest Executive Directors Report September
3 Latest Research on CEO Total Reward Research on local companies Total Reward conducted by and Business Leadership SA. Gathered information on Guaranteed package, Short Term Incentives and expected at-grant value of annualised Long Term Incentives. Similar information was gathered for UK, US and BRIC companies of similar size to our large local companies (market capital of GBP 10B) Setptember
4 CEO Total Reward in SA, UK, US and BRIC LTI Rmil STI Rmil Guaranteed Pay Rmil 0 September
5 CEO Pay Mix LTI% of TR STI% of TR GP% of TR 0% September
6 Latest LTI Survey... September
7 Latest LTI Survey... Instruments used... 0% 5% 10% 15% 20% 25% 30% 35% Options Share appreciation rights Conditional shares Forfeitable shares Deferred bonus award Voluntary acquisition of shares with match Credit purchase share ownership plan Other February
8 Use of performance conditions 0% 5% 10% 15% 20% 25% Options - no PCs Options - with PCS Share appreciation rights - no PCs Share appreciation rights - with PCs Conditional shares - no PCs Conditional shares - with PCs Forfeitable shares - no PCs Forfeitable shares - with PCs Deferred bonus award - no PCs February
9 LTI performance vesting conditions... Performance conditions Percentage Earnings per share (EPS) / Headline earnings per share (HEPS) 32% Total Shareholder Return (TSR) relative to peers 22% Strategic/non-financial criteria 15% Return on Capital Employed (ROCE) 10% Share price relative to peers 7% Absolute Total Shareholder Return (TSR) 7% Cash flow 5% Revenue/growth 2% February
10 Vesting periods... 80% 70% 60% 50% 40% 30% 20% 10% Chief Executive 0% Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Top Executive (excluding CEO) 80% 70% 60% 50% 40% 30% 20% 10% 0% Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 February
11 Global Study on the Psychology of Incentives February
12 Global study on the Psychology of Incentives September
13 September
14 Latest Executive Directors publication... September
15 Latest Executive Directors Survey... Fourth edition of our executive directors report released in June 2012 Report considers: - Prescribed officers & female representation on boards - Holistic approach to implementation of long-term incentives - Trends in remuneration paid to executive directors Data focuses on 373 JSE-listed companies and is based on publicly available information as at 30 April 2012 Analysis by reference to market capitalisation of companies as well as four main industries financial services, basic resources, industrial and services Analysis for AltX also provided June
16 Remuneration where are we? Increases in remuneration levels during 2011/12 reporting period both TGP (median 6-8%) and short-term incentives Varies considerably from industry to industry For wider based employees TGP increases over the same period was 6.7% - 7.2% Focus will continue to be on variable pay differentiating between performance awards and retention of critical skills STI payments to CEOs of large caps rose significantly Bonus capping? June
17 Remuneration Pay mix What is the typical reward mix? For large-cap companies, the best practice reward mix for ontarget performance is represented in the graph alongside June
18 Remuneration Pay mix Actual fixed and variable pay mix heavily weighted towards variable pay Actual variable pay is greater than the on-target variable pay levels June
19 Variable pay STI June
20 Variable pay LTI Practices in large-cap companies Full share-type plans remain more common than option-type plans Significant increase in deferred bonus plans and stand alone retention plans June
21 A governance storm or light drizzle? Local Companies Act King III amendments Code for Responsible Investing in South Africa (CRISA) Business Leadership South Africa (BLSA) Global UK Department for Business, Innovation and Skills (BIS) Capital Requirements Directive (CRD4) Australia June
22 Profile of an executive director ACI status 16% of executive directors are ACI (up from 10%) Compare with 36% for nonexecutive directors June
23 Remuneration trends TGP (large cap) CEO basic resources Most subdued increase from prior year Median level of R8,4 million (+6,1%) June
24 Remuneration trends TGP (large cap) CEO financial services Increase at all levels Better 2011 after a tough 2010 Median level of R5,9 million (+9,6%) Noted a change in pay models in the developed economies June
25 Remuneration trends TGP (large cap) CEO industrial Experiencing mixed fortunes Increases at all levels but lower than in prior years Median level of R16,8 million (+7,3%) Largely affected by dual listed companies who remunerate directors in foreign currency June
26 Remuneration trends TGP (large cap) CEO services Very broad industry Retail sector experiencing strengthening results Median level of R6,18 million (+10,7%) June
27 Remuneration trends TGP (AltX) CEO Difficult economic conditions Upward trend with some increases exceeding market norms but these are not major shifts Median level of R1.53 million (+8,9%) June
28 In closing... Executive remuneration levels are still cautiously rising Regulatory changes and economic conditions continue to raise challenges More change is still to come : - Increased focus on corporate performance dictating remuneration - Remuneration disclosure is improving but is to be more meaningful - Shareholder activism is growing June
29 Questions? Martin Hopkins: This publication has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not act upon the information contained in this publication without obtaining specific professional advice. No representation or warranty (express or implied) is given as to the accuracy or completeness of the information contained in this publication, and, to the extent permitted by law, PricewaterhouseCoopers Tax Services (Pty) Limited its members, employees and agents do not accept or assume any liability, responsibility or duty of care for any consequences of you or anyone else acting, or refraining to act, in reliance on the information contained in this publication or for any decision based on it PricewaterhouseCoopers ( ). All rights reserved. In this document, refers to PricewaterhouseCoopers Tax Services (Pty) Limited which is a member firm of PricewaterhouseCoopers International Limited, each member firm of which is a separate legal entity.
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