The Board of the Company ("the Board") resolved to establish a committee of the Board known as the Remuneration Committee ("the Committee") at a meeting held on 12 May 2005, when terms of reference were formally agreed. The terms of reference for the Committee were revised and approved by the Board on 15 December 2017.
The current Remuneration Policy, a summary of which is set out in the Essentra 2015 Annual Report was approved by shareholders at the 2015 AGM and effective from 1 January 2015. There have been no changes to the Policy during the year ended 31 December 2015 and therefore the Policy will not be subject to a vote at the 2016 AGM.
Note on Directors’ Remuneration Policy 2018 (the 'Policy')
The Company’s proposed Policy had intended to align the level of annual LTIP awards for Executive Directors (200% of salary) with their minimum shareholding requirement (200% of salary). Notwithstanding the logic of our proposed approach, some feedback indicated that the reduction in the Chief Executive’s minimum shareholding requirement could receive unfavourable reviews in certain Proxy Reports.
Last year, we consulted with our Top 20 shareholders in developing the proposed Policy and of these 14 responded to the consultation, and all of them were supportive. However, our Chief Executive, Paul Forman, does not wish this to be a voting issue and has therefore agreed with the Remuneration Committee that the Chief Executive minimum shareholding requirement should remain at 300% of salary in our new Policy, achievable within six years.