Formal terms of reference for the Remuneration Committee:
- to determine, on behalf of the Board and the shareholders, the Company's broad policy for executive remuneration and the remuneration packages for each of the Executive Directors and the Chairman, including pension rights and any compensation payments. The Committee will also set the level and structure of remuneration for senior executives;
- in doing so, to give the Executive Directors every encouragement to enhance the Company's performance and to ensure that they are fairly but responsibly rewarded for their individual contributions;
- to be responsible for the administration of the Company's share option schemes and executive incentive plans;
- to consider the principles of good governance in the UK Corporate Governance Code and to take account of the requirements of the Listing Rules in relation to the remuneration of Directors;
- to prepare an annual report on remuneration to the Company's shareholders for approval by the Board for submission to a vote of shareholders at the Company's Annual General Meeting and to advise the Board if it believes that, in any year, there are particular matters relating to remuneration which should be put to the Company's shareholders. The remuneration report should set out the Company's policy on executive directors' remuneration. It should also set out the Company's policy on Non-executive directors' remuneration.