Information Circular - About TELUS

Components of compensation
Effective April 1, 2011, the Corporate Governance Committee
recommended, and the Board approved, certain changes
to the compensation program for our directors, other than
Mr. Entwistle, who is not entitled to director compensation.
The changes, made in consultation with Meridian, were adopted
to bring directors’ compensation closer to our principle that
total director compensation should be at the 75th percentile
26 . TELUS 2012 information circular
of the selected comparator group. The changes also reflected
market trends in the compensation of audit committee and
compensation committee chairs and members, which recognize
the growing number and complexity of the issues those
committees oversee. At the same time, the Board approved
changes to the equity ownership targets directors are required
to attain (see page 27). The following table summarizes
the changes made to our director compensation program:
retainer and meeting fees retainer and meeting fees
board service prior to April 1, 2011 ($) as of April 1, 2011 ($)
Annual directors’ retainer 40,000 60,000
Meeting fee 1,500 1,500
Annual equity grant 99,000 in DSUs (1) 100,000 in DSUs
Committee service: Audit
Chair’s retainer 15,000 20,000
Member retainer 6,000 10,000
Meeting fee 3,000 3,000
Committee service: Human resources and Compensation
Chair’s retainer 6,000 15,000
Member retainer 3,000 5,000
Meeting fee 1,500 1,500
Committee service: All other committees
Chair’s retainer 6,000 10,000
Member retainer 3,000 5,000
Meeting fee 1,500 1,500
board Chair
Annual retainer 225,000 225,000
Meeting fee The Chair is not entitled to meeting fees The Chair is not entitled to meeting fees
Annual equity grant 135,000 in DSUs (1) 235,000 in DSUs
(1) A 10 per cent reduction to the annual equity grants was applied in 2009 and 2010.
Each director (other than the Chief Executive Officer or CEO)
is also entitled to reimbursement for certain telecommunications
services and products, subject to a specified cap, and to receive
an extra meeting fee for return travel in excess of six hours
to attend Board meetings.