Anglo American Annual Report 2012

LTIP KEY PERFORMANCEASPECTS• During 2012, the Companyhas continued to focus oninfluencing behaviours necessaryfor delivering AOSC benefitsacross businesses.Operation reviews wereperformed at sites acrossCopper, Platinum, De Beers andPhosphates businesses to buildon work done since 2010 toidentify and prioritise businessimprovement opportunities.Improved relationships withsuppliers have resulted inminimised lead times for majorequipment delivery and supplyrisk to our business.Framework agreements arenow in place with 38 of our keysuppliers representing a formalalignment in our commercialrelationship.• As at 31 December 2012, theCompany achieved a TSR overthe 2010 LTIP performanceperiod of -13% which wouldgenerate a nil vesting in termsof the Sector Index (against amedian target of 7%) and a nilvesting against the FTSE 100(being lower than the 50thpercentile).The actual performance periodfor both TSR measures endsimmediately after the date ofthis report.• If the 2010 LTIP awards vestat 50%, 43,791 shares arereceivable by Cynthia Carrolland 27,520 by René Médori.At a share price of £18.32 (theaverage for the last quarter of2012), this results in valuesof £802,251 and £504,166respectively.3.5 Total remunerationoutcomes for 2012Figure 13 sets out the totalremuneration received or receivableby the directors in respect of 2012(or the three-year performanceperiod ending in 2012 for each ofthe BSP Enhancement Shares andLTIP awards from 2010).Figure 13: Total remuneration outcomes for 2012Total basicsalary (1)£’000Benefitsin kind (2)£’000Pension (3)£’000Annualperformancebonus – cash& BonusShares£’0002010EnhancementShare Award (4)£’0002010LTIPAward (5)£’000ExecutiveDirectors Section 3.1 Section 3.2 Section 3.3 Section 3.4Total2012 (6)£’000Cynthia Carroll 1,217 65 365 745 0 802 3,194Total2011 (6)£’000Cynthia Carroll 1,170 42 351 1,925 1,570 3,056 8,114(2011)René Médori 765 50 230 469 0 504 2,018René Médori(2011)736 33 221 1,198 1,023 1,921 5,132Total fees£’000Benefitsin kind£’000Pension£’000Annualperformancebonus – cash& BonusShares£’0002010EnhancementShare Award£’000Other (8)£’000Total2012£’000Total2011£’000Non-Executive DirectorsSir John Parker (7) 650 2 – – – 589 1,241 650David Challen 130 – – – – – 130 115Sir CK Chow 80 – – – – – 80 80Sir Philip Hampton 105 – – – – – 105 95Phuthuma Nhleko 80 – – – – – 80 65Ray O’Rourke (7) 80 – – – – – 80 80Mamphela Ramphele 46 – – – – – 46 80Anne Stevens 51 – – – – – 51 –Jack Thompson 80 – – – – – 80 80Peter Woicke 105 – – – – – 105 95(1)In addition to the basic salaries above, Cynthia Carroll and René Médori each retained fees amounting to £98,000 and £92,000 respectively inrespect of external directorships (see 2.2).(2)Each executive director receives a car allowance, a limited amount of personal taxation or financial advice and one club subscription; they alsoreceive death and disability benefits and medical insurance, access to a company car and driver as required and other ancillary benefits. 2012benefits also include attendance at relevant public events.(3)The pension contribution amounts should be read in conjunction with the following information:(a) The amount stated for Cynthia Carroll for 2011 includes a cash allowance of £8,000.(b) The total amount of pension contributions treated as having been paid into the UURBS for 2012 was £315,000 for Cynthia Carroll(2011: £308,000) and £190,000 for René Médori (2011: £537,000).(c) Contributions treated as being paid into the UURBS earn a return equivalent to the Company’s pre-tax sterling nominal cost of debt. The totalreturn earned in 2012 was £24,000 for Cynthia Carroll (2011: £4,000) and £33,000 for René Médori (2011: £8,000).(d) As at 31 December 2012, the total balances due to the executive directors in relation to the UURBS were £651,000 for Cynthia Carroll(2011: £312,000) and £768,000 for René Médori (2011: £545,000).(4)The performance condition attached to the 2010 Enhancement Share award was not met and no shares will vest.(5)As vesting of the LTIP awards granted in 2010 is due to take place after publication of this report, vesting levels are on an ‘expected’ basis anda share price of £18.32 has been used to calculate the values shown.(6)The total emoluments for 2012 (that is basic salary, cash bonuses and benefits (excluding pension)) were £1,655,000 for Cynthia Carroll(2011: £2,174,000) and £1,050,000 for René Médori (2011: £1,369,000).(7)Sir John Parker has waived his Nomination Committee Chairman fees. Ray O’Rourke has instructed the Company that his net fees bedonated to charity.(8)Following his appointment as chairman of the Company on 1 August 2009, Sir John Parker was awarded 31,000 shares which were releasedin full on 2 August 2012, three years after appointment, with a share price of £19.00. The award was matched by Sir John before the release date.(9)No person who served as a director of the Company during or before 2012 has been paid or received retirement benefits in excess of theretirement benefits to which he/she was entitled on the date on which benefits first became payable (or 31 March 1997, whichever is later).(10)No consideration was paid to or became receivable by third parties for making available the services of any person as a director of the Company,or while a director of the Company, as a director of any of the Company’s subsidiary undertakings, or as a director of any other undertaking ofwhich he/she was (while a director of the Company) a director by virtue of the Company’s nomination, or otherwise in connection with themanagement of the Company or any undertaking during the year to 31 December 2012.GovernanceAnglo American plc Annual Report 2012 119