Directors’ Remuneration Report continuedAs an alternative to extra pension accrual on this top slice of salary through the UURBS, Mrs Cooper receives a salarysupplement of 12 per cent of this amount.In each case these salary supplements have been calculated by the independent actuaries to reflect the value of the benefitsof which they are in lieu and are discounted for early payment and for employer’s national insurance contributions. Thesupplements are non-compensatory and non-pensionable.The following table provides the information required by both the Listing Rules and Schedule 8 of the Large and MediumsizedCompanies and <strong>Group</strong>s (Accounts and Reports) Regulations 2008 (the Regulations) and gives details for eachExecutive Director of:– the annual accrued pension payable on retirement calculated as if he/she had left service at the year end (any potentialUURBS entitlement is included);– the increase in accrued pension during the year, excluding any increases for inflation in respect of the disclosure requiredunder the Listing Rules; and– the transfer value of the increase in accrued pension calculated in accordance with the latest Regulations.None of the Executive Directors have made additional voluntary contributions.Strategy Performance Governance FinancialsExecutive Directors’ Pension Disclosures (Audited)Disclosures required under the RegulationsListing RulesAccrued pension £’000 Transfer value of accrued pension £’000 £’000Age at30/09/<strong>2010</strong>YearsPensionableservice at30/09/<strong>2010</strong>YearsAt1/10/2009Increaseduringthe yearAt30/09/<strong>2010</strong>At1/10/2009Increase/(decrease)duringthe yearnet ofDirector’scontributionsDirector’scontributionAt30/09/<strong>2010</strong>Increase inaccruedpension(net ofinflation)duringthe yearTransfervalue ofincrease(net ofinflation)Mrs A J Cooper 44 11 62 20 82 563 238 21 822 18 183Mr R Dyrbus 57 28 315 9 324 4,921 524 – 5,445 2 31Mr G L Blashill 1 63 42 297 15 312 5,598 646 – 6,244 8 133FormerDirectorMr G Davis 2 60 38 689 12 701 11,913 887 – 12,800 – –1 Mr G L Blashill drew pension during the course of the year, as is permitted under the Fund rules. Mr Blashill was still in employment as at 30 September<strong>2010</strong>. The transfer value figures in the table above incorporate allowance for the benefits paid out in order to provide a consistent comparison with previousfigures. The accrued pension figures represent the benefits accrued, assuming that Mr Blashill first started to draw pension from the relevant date. Thefigures shown are consistent with those disclosed at 30 September 2009.2 Mr G Davis retired from the Board on 12 May <strong>2010</strong> and drew his pension from the Fund immediately. The transfer value and accrued pension figures arecalculated at 12 May <strong>2010</strong> allowing for market conditions at 30 September <strong>2010</strong>.7 Other informationEmployee Benefit TrustsThe <strong>Imperial</strong> <strong>Tobacco</strong> <strong>Group</strong> Employee and Executive Benefit Trust (the Executive Trust) and the <strong>Imperial</strong> <strong>Tobacco</strong> <strong>Group</strong>PLC 2001 Employee Benefit Trust (the 2001 Trust) (together the Employee Benefit Trusts) have been established to acquireshares in the Company by subscription or purchase. Funds to enable these acquisitions are provided by the <strong>Group</strong> to satisfyrights to shares arising on the exercise of share options and on the vesting of the SMS and LTIP awards.As at 30 September <strong>2010</strong>, the Company held 49,569,000 ordinary shares in treasury which can be used to satisfy optionsand awards under its employee share plans either directly by the Company or by the Company gifting them to the EmployeeBenefit Trusts.Options and awards may also be satisfied by the issue of new ordinary shares.Details of the shareholdings by the Employee Benefit Trusts are as follows:Balance at1/10/2009Acquiredduring yearDistributedduring yearBalance at30/09/<strong>2010</strong>Ordinary sharesunder Awardat 30/09/<strong>2010</strong>Surplus/(Shortfall)Executive Trust 1,078,519 162,000 494,417 746,102 740,637 5,5652001 Trust 2,430,573 1,750,000 1,167,106 3,013,467 4,922,476 (1,909,009)Share Plan Flow RatesOur policy has always been to satisfy all options and awards under employee share plans from market purchased ordinaryshares through the Employee Benefit Trusts or through treasury shares transferred to the Employee Benefit Trusts.The Trust Deeds of the Employee Benefit Trusts and the rules of all our employee share plans contain provisions limitingawards to five per cent in five years and ten per cent in ten years for all employee share plans with an additional restrictionto five per cent in ten years for executive share plans. Currently an aggregate total of 2.8 per cent of the Company’s issuedshare capital is subject to options and awards under the <strong>Group</strong>’s executive and all employee share plans. The Employee94
Benefit Trusts have also been provided with ordinary shares held by the Company in treasury in order to satisfy vestingawards and option exercises.Since demerger in 1996, the cumulative number of shares under option and award granted pursuant to all of the Company’semployee share plans totals 2.8 per cent of its issued share capital. Following initial grants on demerger, subsequent annualgrants have averaged 0.3 per cent of issued share capital.Summary of Options and Awards GrantedCumulative Options and Awards grantedas a percentage of issued share capitalOptions and Awards granted during the yearas a percentage of issued share capitalLimit on awards10% in 10 years 2.0 0.25% in 5 years 1.0 0.25% in 10 years (executive plans) 1.0 0.1Consultancy Agreement with Non-Executive Deputy ChairmanIn addition to his appointment as Non-Executive Deputy Chairman, Mr J-D Comolli entered into an agreement with <strong>Imperial</strong><strong>Tobacco</strong> Limited, the <strong>Group</strong>’s principal operating company.Under this agreement he provided consultancy services to the <strong>Group</strong> and received fees up to a maximum of €850,000 per annum.The agreement terminated on 31 January <strong>2010</strong> and was replaced with an eight month agreement paid at the rate of€20,000 per month. The replacement agreement terminated early upon Mr Comolli’s resignation on 14 September <strong>2010</strong>.Remuneration Arrangements for Former Executive DirectorsMr D CresswellFollowing his retirement from the Board in December 2007, Mr D Cresswell remains a member of Supervisory Boards withinthe Reemtsma group and the Board of <strong>Imperial</strong> Vina Danang Company Limited.Mr M A HäusslerMr M A Häussler is currently in receipt of a retirement pension that has been reduced because it was taken before he reachedhis normal retirement age. His service agreement with the <strong>Group</strong> provided that he would receive similar overall pension benefitsto those that he would have received had he remained in the Reemtsma Cigarettenfabriken GmbH pension arrangement.This was a pension for life equivalent to 42 per cent of his fixed annual salary at age 63. For death in retirement, a spouse’spension for life of 60 per cent of that amount would be payable. The pension is made up of two parts: one part payable fromthe unfunded pension arrangement of Reemtsma Cigarettenfabriken GmbH, the other part payable from the separately funded<strong>Imperial</strong> <strong>Tobacco</strong> Pension Fund. The pension payable under the Reemtsma arrangement and from the <strong>Imperial</strong> <strong>Tobacco</strong>Pension Fund may be increased annually in accordance with the Rules of those arrangements, or as required by law.Mr S HuismansFollowing his retirement from the Board in January 2006, Mr S Huismans remains a member of Supervisory Boards withinthe Reemtsma <strong>Group</strong>. He was also appointed as a non-executive director of Altadis, S.A. upon its acquisition by the <strong>Group</strong>in January 2008 until November 2008. Mr Huismans received additional remuneration for fulfilling such non-executive roles.Mr S T PainterFollowing his retirement in May 2000, Mr S T Painter entered into a consultancy agreement with <strong>Imperial</strong> <strong>Tobacco</strong> Limited,the <strong>Group</strong>’s principal operating company.The agreement, as amended in October 2001 and May 2004, ran until March 2007. Under the terms of the agreement heprovided consultancy services as required and received fees at a day rate of £1,000 with a minimum fee based on 100 days’service for each 12 month period ending on 30 June 2006, and 67 days for the period 1 July 2006 to 6 March 2007.Mr Painter continued to provided consultancy services until July <strong>2010</strong> as required and received fees at a day rate of £1,000.He was entitled to reimbursement for the use of his car.Mr Painter was also a member of Supervisory Boards within the Reemtsma <strong>Group</strong> until December 2009 and, betweenJanuary and October 2008, the Altadis <strong>Group</strong> for which he received additional remuneration for fulfilling such non-executiveroles. He remains a Director of Altadis Maroc.Mr B SetrakianFollowing his appointment to the Board in June 2008, Mr B Setrakian retained a number of appointments within Altadis’USA business. He resigned from these appointments in December 2008. Mr Setrakian received additional remunerationfor fulfilling such non-executive roles.For the BoardP H JungelsChairman of the Remuneration Committee2 November <strong>2010</strong>95
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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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Reconciliation of Adjusted Performa
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Key Performance Indicators (KPIs) 1
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Lambert & Butler and Richmond remai
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Within this the travel retail marke
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OutlookThe strength of our portfoli
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Blondes. In the Middle East, we aga
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Corporate ResponsibilityOur Corpora
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- Page 115 and 116: Tobacco net revenue£ million 2010
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- Page 121 and 122: 9 Intangible Assets2010£ million G
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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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23 CommitmentsCapital commitments£
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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