Directors’ Remuneration Report continuedStrategy Performance Governance FinancialsHewitt New Bridge Street also reviews the <strong>Group</strong>’sremuneration principles and practices against corporategovernance best practice and helps ensure adherence to the<strong>Group</strong>’s Executive Directors’ Remuneration Policy.Executive remuneration data provided by Towers Watsonwas also used to assist in benchmarking to ensure theconsistent application of our executive Remuneration Policy.To ensure Remuneration Committee members are fully awareof new developments and evolving remuneration best practice,Hewitt New Bridge Street presented a review of developmentsin UK corporate governance, focusing primarily on executivepay governance.Aon Hewitt is also assisting the <strong>Group</strong> in respect of thetriennial valuation of its pension fund and acts as insurancebrokers to the <strong>Group</strong>.Solicitors Allen & Overy LLP are retained by the Company andprovide legal advice on our employee share plans. Allen & OveryLLP and Ashurst LLP also provide services to the RemunerationCommittee as and when required. Both Allen & Overy LLP andAshurst LLP provide other legal services to the <strong>Group</strong>.The Company has appointed Alithos Limited to undertaketotal shareholder return (TSR) calculations and provideadvice on all TSR related matters, including advice in respectof the bespoke comparator group. Alithos Limited providesno other services for the <strong>Group</strong>.PricewaterhouseCoopers LLP, our Auditors, perform agreedupon procedures on earnings per share (EPS) calculationsused in our employee share plans to assist the RemunerationCommittee in determining the level of awards vesting.Main Activities – How the Remuneration Committee metits ObjectivesThe Board is ultimately accountable for executiveremuneration but delegates responsibility to theRemuneration Committee. Our Remuneration Committeeaddressed the following main issues during the year:– consideration of our new Chief Executive’s remunerationpackage upon appointment;– consideration of our Remuneration Policy forExecutive Directors;– the annual review of the Chairman’s, Executive Directors’and Chief Executive’s Committee members’ remuneration;– reviewing the executive bonus targets;– reviewing, and subsequently increasing, the executivebonus levels;– overseeing Remuneration Policy for senior managementand employees and our employee share plans;– undertaking the annual review of the Committee’s Termsof Reference; and– the disclosures in this Report.How the Committee spent its time102040%Executive remuneration 40Performance metricsincluding bonusOversight of sharebased incentives301030Other including bestpractice updates2080
2 Directors’ Emoluments for the Year Ended 30 September <strong>2010</strong> (Audited)£’000 <strong>2010</strong> 2009Executive DirectorsBase salary 2,414 2,612Benefits 75 84Pension salary supplement 276 256Bonus 2,769 2,573LTIP annual vesting 1 3,454 2,248SMS annual vesting 2 1,183 1,45310,171 9,226Non-Executive DirectorsFees 1,061 1,101Benefits 33 115Subsidiary Board fees – 5Consultancy fees 442 7021,536 1,923Former Executive DirectorsSalary of former Executive Director 75 –Bonus of former Executive Director 77 –Consultancy fees to former Executive Directors 106 112Subsidiary Board fees 43 81Benefits 2 –303 193Fees of former Non-Executive DirectorsSubsidiary Board fees 28 2828 28Total remuneration 12,038 11,370Chief Executive’s Committee (excluding Executive Directors)Base salary 1,583 1,342Benefits 141 74Pension salary supplement 110 99Bonus 1,079 819LTIP annual vesting 1 439 285SMS annual vesting 2 360 3693,712 2,9881 Value of LTIP shares vesting in the year based on the prevailing closing share price on the day of exercise.2 Value of SMS shares vesting on maturity based on the prevailing closing share price on the day of vesting.Note: Aggregate remuneration paid to or receivable by Executive Directors, Non-Executive Directors and members of the Chief Executive’s Committee forqualifying services in accordance with IAS 24, which includes National Insurance and similar charges £17,274,754Key Management Compensation for the Year Ended 30 September <strong>2010</strong> (Audited)£’000 <strong>2010</strong> 2009Short-term employee benefits 9,595 9,427Post employment benefits 636 378Other long-term benefits – –Termination benefits – –Share-based payment (in accordance with IAS 24) 4,043 3,68814,274 13,49381
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Imperial Tobacco Group PLCAnnual Re
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…to deliver sustainableshareholde
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Operational HighlightsDelivering Su
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and product portfolio to evolving c
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In this section9 Strategic Review10
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Our StrategyWe are focused on deliv
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Total Tobacco5 % Our Powerful Brand
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Our global strategic cigarette bran
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Our global team is fully aligned be
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Satisfying consumers and aligning o
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Operating responsibly, combined wit
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Our growth drivers of sales growth,
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Principal Risks and UncertaintiesA
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Competition LawOverviewWe take comp
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(iv) Derivative financial instrumen
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Matures in financial year ending in
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The following tables are provided i
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Matures in financial year ending in
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(vi) Hedge of net investments in fo
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18 Retirement Benefit SchemesThe Gr
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Assumptions regarding future mortal
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21 Share SchemesThe Group recognise
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Year from 1 October 2008 to 30 Sept
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27 Reconciliation of Cash Flow to M
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Imperial Tobacco Group PLC Balance
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(iii) Debtors: Amounts Falling Due
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Principal SubsidiariesThe principal
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Shareholder InformationRegistered O
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IndexAAccounting Policies 103Acquis