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Corporate governance

Remuneration committee

5.1 General principles

The executive directors' remuneration should be set by the remuneration
committee, so that EDs don't have the power to set their own pay.

5.2 Typical roles and responsibilities

 Setting the remuneration for EDs and the Chairman, including pension rights
and any compensation payments.

 Note: remuneration of NEDs should be determined by the Board or, where
permitted by the Articles, a separate committee.

5.3 UK Corporate Governance Code

 Should be 100% INEDs.

 FTSE 350 – committee should have least 3 members.

 Smaller listed companies – should have at least 2 members.

Illustrations and further practice

Now try TYU 10 from Chapter 9

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