Whitbread - EGM 06 December 2019
The general meeting is called to approve a new remuneration policy (Item 1) and a
restricted share plan (Item 2).
Summary of key changes:
- New restricted share plan: the award will not be subject to performance conditions but to performance underpin.
- The maximum restricted share award reduced to 125% (110% for Finance Director and Human Resources Director) of base salary.
- Increase of the annual short term incentive up to 200% of base salary (in exceptional circumstances).
- Reduced pension from 25% to 15% within the next three years.
- Increased shareholding requirement and introduction of a post-employment shareholding.
- Extension of malus and clawback provisions.
While we welcome most of the proposed changes, two of them raise our concerns: the bonus maximum does not respect our limit and the absence of the long-term performance conditions presents a risk for shareholders' sustainable value creation. There will be an evident lack of pay for performance link.
Whitbread is a hospitality company. Co. serves its customers in the U.K. and beyond through its two businesses: Premier Inn and Restaurants; and Costa. Premier Inn is a hotel business, with over 760 hotels and more than 68,000 rooms as of Mar 2 2017. Co.'s hotel are located alongside its own restaurant brands. Co. also have hotels in the Middle East, and Germany, with more hotels in the pipeline. Costa is the coffee shop, with over 2,200 coffee shops in the U.K., over 1,300 stores in 29 international markets and over 6,800 Costa Express self-serve units as of Mar 2 2017.
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