annual report 2011

IOOF | annual report 2011
Analysis of movements in deferred shares
Details on deferred ordinary shares in the Company that were granted as compensation to each key management person during the
reporting period and details on deferred shares that vested during the reporting period are as follows:
Name
Grant
date
Vesting
date
Performance
hurdles
Deferred
shares held
at 1-Jul-10
Granted
Vested and
transferred
Deferred
shares held
at 30-Jun-11
Vested
during
the year
Shares
unvested
at 30-Jun-11
C Kelaher Jul-10 1-Jul-11 None (1) 24,119 - - 24,119 - 24,119
Jul-10 1-Jul-12 None (1) 24,119 - - 24,119 - 24,119
Jul-11 1-Jul-12 None (2) - 31,694 - 31,694 - 31,694
(1) In July 2010 the Remuneration and Nominations Committee assessed Mr Kelaher’s performance against key performance indicators for the 2009-10 financial year and
determined an STI amount of $594,000.
In terms of his remuneration arrangements, the STI opportunity was settled 50% by cash and 50% in the form of deferred shares. The number of deferred shares
granted to Mr Kelaher was determined on the basis of the STI deferral amount divided by the five day Volume Weighted Average Price up to and including 30 June
2010, which was $6.16. The number of deferred shares to be issued accordingly is 48,238 (capped at 75,000 annually) and there is no consideration payable for the grant
of the deferred shares.
(2) In July 2011, the Remuneration and Nominations Committee assessed Mr Kelaher’s performance against key performance indicators for the 2010-11 financial year and
determined an STI amount of $612,000.
In terms of his remuneration arrangements, the STI opportunity was settled two thirds by cash and one third in the form of deferred shares. The number of deferred
shares granted to Mr Kelaher was determined on the basis of the STI deferral amount divided by the five day Volume Weighted Average Price up to and including 30
June 2011, which was $6.4366. The number of deferred shares to be issued accordingly is 31,694 (capped at 75,000 annually) and there is no consideration payable for
the grant of the deferred shares.
The Board has determined that the portion of STI that will be deferred will be subject to Board ‘look back’ arrangements. This means
the Board will conduct a review of Company performance in June 2011 and assess whether any significant unexpected or unintended
consequences have occurred that were not foreseen by the Remuneration & Nominations Committee when it made its decision in
July 2010, and whether it is still appropriate to award the deferred shares.
Analysis of movements in performance rights
Details on rights over ordinary shares in the Company that were granted as compensation to each key management person during
the reporting period and details on rights that vested during the reporting period are as follows:
Name
Grant
date
Vesting
date
Performance
hurdles
Rights held
at 1-Jul-10
Granted
Vested and
transferred
Rights held
at 30-Jun-11
Vested
during the
year
Rights
unvested at
30-Jun-11
S Abley Dec-09 1-Dec-12 Service 4,623 - - 4,623 - 4,623
Dec-09 1-Dec-12 Cash EPS (2) 3,467 - - 3,467 - 3,467
Dec-09 1-Dec-12 TSR (3) 3,467 - - 3,467 - 3,467
C Kelaher Nov-09 27-Nov-12 TSR and ROE 75,000 - - 75,000 - 75,000
Nov-09 27-Nov-13 TSR and ROE 37,500 - - 37,500 - 37,500
Nov-09 27-Nov-14 TSR and ROE 37,500 - - 37,500 - 37,500
Nov-10 27-Nov-13 TSR and ROE - 75,000 - 75,000 - 75,000
Nov-10 27-Nov-14 TSR and ROE - 37,500 - 37,500 - 37,500
Nov-10 27-Nov-15 TSR and ROE - 37,500 - 37,500 - 37,500
R Mota Dec-07 1-Dec-10 Service (1) 14,657 - (14,657) - 14,657 -
Dec-08 1-Dec-11 Service (1) 30,497 - - 30,497 - 30,497
Dec-09 1-Dec-12 Service 7,438 - - 7,438 - 7,438
Dec-09 1-Dec-12 Cash EPS (2) 5,579 - - 5,579 - 5,579
Dec-09 1-Dec-12 TSR (3) 5,579 - - 5,579 - 5,579
(1) Prior to the acquisition of AWM, the performance hurdles for vesting of the performance rights was on the Group’s achievement of pre-determined TSR (60%), cash EPS
(20%) and return on equity (20%). As a consequence of the acquisition, in accordance with the terms of the Share Plan, the Remuneration and Nominations Committee
exercised its discretion to waive the performance hurdles in respect of unvested performance rights as it is now impractical to measure performance against the
hurdles on the basis established prior to the acquisition. As a result, the performance rights were deemed to have vested effective 30 April 2009.
(2) The performance rights will vest subject to the achievement of Group shareholder cash EPS in excess of 10% each year over the performance period.
(3) The performance rights will vest subject to the achievement of a pre-determined level of Company TSR relative to a comparator group comprising the
ASX200 index companies.
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