Annual Report 2006

Directors' remuneration for 2006

Salary/ fees
£000
Bonus
£000
Other payments
£000
Benefits*
£000
Cash supplements for pension purposes**
£000
Total emoluments 2006
£000
Total emoluments 2005 as reported in 2005
£000
Cash supplements for pension purposes in 2005
£000
Total emoluments 2005 including cash supplements for pension purposes
£000
Chairman
Sir David Clementi 473 46 113 632 479 83 562
Executive directors
Jonathan Bloomer (until 5 May 2005) 455 95 550
Philip Broadley (notes 1 and 2) 530 477 60 107 1,174 1,000 1,000
Clark Manning (notes 3 and 4) 502 1,412 29 1,943 1,751 1,751
Michael McLintock (notes 5 and 6) 320 1,515 59 44 1,938 1,878 27 1,905
Mark Norbom (until 14 December 2006; notes 7 to 10) 491 412 91 196 155 1,345 1,174 150 1,324
Nick Prettejohn (from 1 January 2006; note 11) 575 368 87 89 1,119
Barry Stowe (from 26 September 2006, notes 12 and 13) 133 95 86 33 347
Mark Tucker (from 6 May 2005;
notes 14 to 16)
840 913 126 210 2,089 1,130 127 1,257
Mark Wood (until 17 October 2005) 865 865
Total executive directors 3,391 5,192 91 643 638 9,955 8,253 399 8,652
Non-executive directors
Keki Dadiseth (from 1 April 2005; note 17) 71 71 37 37
Michael Garrett 56 56 50 50
Bridget Macaskill 65 65 50 50
Roberto Mendoza 73 73 135 135
Kathleen O’Donovan 83 83 60 60
James Ross 80 80 60 60
Rob Rowley (until 18 May 2006) 35 35 90 90
Lord Turnbull (from 18 May 2006) 34 34
Total non-executive directors 497 497 482 482
Overall total 4,361 5,192 91 689 751 11,084 9,214 482 9,696

*Benefits include cash allowances for cars.

**Pension supplements that are paid in cash are reported in this table for the first time. The policy on pensions is described in the section on pension arrangements. The pension arrangements for current executive directors are described in the section on directors' pensions and life assurance.

Notes
1. In 2006, a deferred share award from his 2005 annual bonus valued at £209,090 was made to Philip Broadley. This is included in the 2005 total and further details are shown in the section on other share awards.

2. It is intended that a deferred share award from his 2006 annual bonus valued at £211,947 will be made to Philip Broadley. This is included in the 2006 bonus figure.

3. Clark Manning's bonus figure excludes a contribution of £5,969 from a profit sharing plan, that has been made into a 401k retirement plan. This is included in the table on pension contributions.

4. It is intended that a deferred share award from his 2006 annual bonus valued at $121,360 will be made to Clark Manning. This is included in the 2006 bonus figure.

5. In 2006, a deferred share award from his 2005 annual bonus valued at £554,732 was made to Michael McLintock. This is included in the 2005 total and further details are shown in the section on other share awards.

6. It is intended that a deferred share award from his 2006 annual bonus valued at £555,000 will be made to Michael McLintock. This is included in the 2006 bonus figure.

7. In 2006, a deferred share award from his 2005 annual bonus valued at £119,790 was made to Mark Norbom. This is included in the 2005 total and further details are shown in the section on other share awards.

8. Mark Norbom's directorship with Prudential plc ended on 14 December 2006 but he remained in employment until 31 January 2007. In connection with the termination of his employment he received a payment of £291,000 and will receive nine successive monthly payments of £55,792. He also continues to receive private medical and life cover, school fees and club memberships until 31 October 2007 and housing benefits until 5 May 2007, unless in each case he finds new employment which provides such benefits.

9. For 2006, Mark Norbom was also paid £90,603 in dividend equivalents from the awards detailed in the section on other share awards. This amount is included in the column headed Other payments.

10. Mark Norbom's benefits include those that reflect his expatriate status, including costs of £153,071 related to housing.

11. It is intended that a deferred share award from his 2006 annual bonus valued at £80,673 will be made to Nick Prettejohn. This is included in the 2006 bonus figure.

12. Barry Stowe joined on 26 September 2006. As part of his appointment terms he was paid US$75,000, included in the 2006 bonus in the table above, as compensation for the loss of his 2006 bonus from his previous employer, The exchange rate used is US$1.8430 = £1.

13. Barry Stowe's benefits include those that reflect his expatriate status, including costs of £43,403 related to housing.

14. In 2006, a deferred share award valued at £243,453 from his 2005 annual bonus was made to Mark Tucker. This is included in the 2005 total and further details are shown in the section on other share awards.

15. It is intended that a deferred share award from his 2006 annual bonus valued at £492,744 will be made to Mark Tucker. This is included in the 2006 bonus figure.

16. Mark Tucker was eligible to be paid a housing allowance of £11,017 per month until 30 April 2006. This is included in the benefits figure.

17. Keki Dadiseth is paid an allowance of £10,478 per annum in respect of his accommodation expenses in London whilst on the Company's business, in lieu of reimbursing hotel costs as is the usual practice for directors who are not resident in the UK.

The Remuneration Committee reviewed each executive director's individual contribution and the continuing strong operating performance of the Group in 2006 against the 2006 business plans and was satisfied the bonus payments made for the year were fully justified.