Item 12: Approve the Remuneration Report. The remuneration structure is unsatisfactory. 50% of the bonus is determined on a discretionary basis and 66% of the LTIP is linked with EPS. Variable remuneration was above guidelines for the year.
Item 20: Amend the Articles. Shareholders are asked to increase maximum Board fees from £400,000 per annum to £500,000 per annum to ensure the Board has sufficient flexibility to adhere to its remuneration policy and to provide enough head room to enable the Board to execute any succession plans in the future. The Company also proposes to allow the Board to set membership and quorum requirements for the executive committee.
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