Full Annual Report - Inchcape

Section Two
Two
Governance
Chairman’s remuneration
The Chairman’s remuneration was determined by the
Remuneration Committee, taking advice from Towers Watson on
best practice and competitive levels and, taking into account
responsibilities and time commitment. Life assurance is provided
under the Inchcape Group (UK) Pension Scheme but the
appointment is not pensionable, nor is the Chairman eligible for
pension scheme membership or participation in the Company’s
bonus, share option or other incentive plan.
Non-Executive Directors’ remuneration
The remuneration for Non-Executive Directors consists of fees for
services in connection with Board and Committee meetings. Fees
for Non-Executive Directors are determined by the Board, within the
restrictions contained in the Articles of Association. Non-Executive
Directors fees are reviewed annually, taking advice from Towers
Watson on best practice and competitive levels.The levels of
remuneration for the Non-Executive Directors reflect the time
commitment and responsibilities of the role.The Non-Executive
Directors are not involved in deciding their fees.
Non-Executive Directors are not eligible for pension scheme
membership or participation in the Company’s bonus, share option
or other incentive schemes.
Details of the fees paid to the Chairman and Non-Executive
Directors are shown on page 71.
Policy on external appointments
The Company recognises that its Executive Directors may be invited
to become Non-Executive Directors of other companies and that
this additional experience is likely to benefit the Company. Executive
Directors are generally allowed to accept one Non-Executive
appointment as long as it is not likely to lead to conflicts of interest
or undue time commitments.The Group Chief Executive is
permitted to hold two such appointments.The policy in respect of
Executive Directors commitments is kept under review by the
Nominations Committee.Any fees received for these duties may be
retained by the Executive Director.
André Lacroix is a Non-Executive Chairman of Good Restaurants AG
for which he did not receive a fee and a Non-Executive Director of
Reckitt Benckiser for which he received a fee of £85,000.
www.inchcape.com 67