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This excerpt taken from the ICI 6-K filed Mar 21, 2007. Performance Growth Plan (PGP)
Under the PGP, conditional awards of ICI shares are granted to Executive Directors which are linked to performance over a fixed three-year period. In previous years the Chief Executive and Chief Financial Officer have had their entire PGP award based solely on a Total Shareholder Return (TSR) based performance condition. TSR is the change in share price plus reinvested dividends. For the other Executive Directors, each of whom has responsibility for the performance of one of ICI’s businesses, half of the PGP award has been subject to a TSR performance condition and half has been subject to a performance condition based on Economic Profit of the division. Economic Profit is based on profit after tax less a charge for the use of capital. From 2007, the policy for PGP awards granted to Executive Directors responsible for ICI’s businesses will be changed by the removal of the Economic Profit performance condition applying to 50% of the award, so that the entire award will be subject to the TSR performance condition. This is in line with ICI’s strategic focus on delivering sustained long-term performance through a common corporate agenda. Therefore, the performance conditions applying to PGP awards from 2007 to all Executive Directors will be as follows:
The peer group for the TSR element represents key competitors of ICI’s businesses and companies comparable to ICI, selected on the basis of market location, size, portfolio and performance. The peer group is approved by the Remuneration Committee with advice from external independent advisers. It is reviewed annually and also on the occasion of a significant event impacting either ICI or one of the peer group companies. The peer group companies for the conditional awards made in 2006 were: Air Products and Chemicals, Akzo Nobel, BASF, BOC, Chemtura, Ciba Speciality Chemicals, Clariant, Degussa, Dow Chemical, DSM, DuPont, Givaudan, International Flavors & Fragrances, Rohm and Haas, PPG Industries, and Sherwin-Williams. During 2006, corporate events relating to BOC and Degussa required these companies to be replaced. The selected replacements were Johnson Matthey and Valspar respectively. The peer group for 2007 will be reviewed by the Remuneration Committee following the completion of the divestment of the Quest business to ensure the constituent companies remain relevant to ICI’s ongoing business portfolio. The agreed 2007 peer group will be disclosed in the 2007 Remuneration Report. For the maximum awards to be paid on the TSR element, performance of ICI must be at the upper quartile or higher compared with the comparator companies in the peer group. For achieving median TSR performance, 20% of this maximum award will be paid. Awards are pro-rated between the median and upper quartile. No award will be paid for below-median TSR performance. TSR has been selected as a performance measure as it will reward any relative out-performance of ICI versus its global competitors. TSR is calculated by independent external advisers and approved by the Remuneration Committee. The shares required to make awards under the PGP are purchased in the market. There is, therefore, no dilution of the Company’s issued share capital.
This excerpt taken from the ICI 20-F filed Apr 1, 2005. Performance Growth Plan (PGP)
The PGP makes conditional awards of ICI shares to Executive Directors which are linked to performance over a fixed three-year period, measured as follows:
The Peer Group for the TSR element represents key competitors of ICI’s International Businesses and companies comparable to ICI, selected on the basis of market location, size, portfolio and performance. The Peer Group is approved by the Remuneration Committee with advice from external independent advisers. It is reviewed annually and also on the occasion of a significant event impacting either ICI or one of the Peer Group companies. The companies for the conditional awards to be made in 2005 are: Air Products and Chemicals, Akzo Nobel, BASF, Ciba Speciality Chemicals, Clariant, Crompton Corporation, Degussa, Dow Chemical, DSM, Du Pont, Givaudan, International Flavors & Fragrances, Rohm and Haas Company, PPG Industries, The BOC Group and The Sherwin-Williams Company. TSR has been selected as a performance measure as it will reward any relative out-performance of ICI versus its global competitors. TSR is calculated by independent external advisers and approved by the Remuneration Committee. Economic Profit has been selected as it is a critical measure of profitable growth and efficient use of capital that are significant contributors to the generation of sustainable shareholder value. The Economic Profit targets for each International Business, which are set by the Remuneration Committee, are designed to be as demanding as the TSR measure. The shares required to make awards under the PGP are provided via a trust funded by ICI. There is no dilution of the Company’s issued share capital as the shares are purchased in the market.
ICI ANNUAL REPORT AND ACCOUNTS 2004
This excerpt taken from the ICI 6-K filed Mar 16, 2005. Performance Growth Plan (PGP)
The PGP makes conditional awards of ICI shares to Executive Directors which are linked to performance over a fixed three-year period, measured as follows:
The Peer Group for the TSR element represents key competitors of ICI’s International Businesses and companies comparable to ICI, selected on the basis of market location, size, portfolio and performance. The Peer Group is approved by the Remuneration Committee with advice from external independent advisers. It is reviewed annually and also on the occasion of a significant event impacting either ICI or one of the Peer Group companies. The companies for the conditional awards to be made in 2005 are: Air Products and Chemicals, Akzo Nobel, BASF, Ciba Speciality Chemicals, Clariant, Crompton Corporation, Degussa, Dow Chemical, DSM, Du Pont, Givaudan, International Flavors & Fragrances, Rohm and Haas Company, PPG Industries, The BOC Group and The Sherwin-Williams Company. The maximum conditional award to be made in 2005 will be 100% of base salary (200% in the case of US Directors). For the maximum awards to be paid on the TSR element, performance must be at position three or higher out of the seventeen companies (including ICI) in the Peer Group. For achieving median TSR performance (position nine out of seventeen), 40% of this maximum award will be paid. Awards are pro-rated between positions nine and three. No award will be paid for below median TSR performance (below position nine out of seventeen). TSR has been selected as a performance measure as it will reward any relative out-performance of ICI versus its global competitors. TSR is calculated by independent external advisers and approved by the Remuneration Committee. Economic Profit has been selected as it is a critical measure of profitable growth and efficient use of capital that are significant contributors to the generation of sustainable shareholder value. The Economic Profit targets for each International Business, which are set by the Remuneration Committee, are designed to be as demanding as the TSR measure. The shares required to make awards under the PGP are provided via a trust funded by ICI. There is no dilution of the Company’s issued share capital as the shares are purchased in the market.
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