NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To ... - Gildan

The President and Chief Executive Officer’s base compensation for fiscal 2006 is $700,000, which with
reference to advice from external compensation consultants, positions the President and Chief Executive Officer’s
base salary at approximately the median level in relation to the companies in the Reference Market. The President
and Chief Executive Officer received a bonus based on the SCORES program and the Strategic Multiplier for fiscal
2006 of $546,000, or 78% of base salary, which was 120% of his target bonus. The annual bonus paid in 2006
reflected a return on operating assets, as defined for this purpose, of 31% compared with a target of 30%, as well as
his performance in relation to the Strategic Multiplier objectives established by the Compensation and Human
Resources Committee for the Chief Executive Officer and the senior executive management of the Corporation for
the 2006 fiscal year. In fiscal 2006, these Strategic Multiplier objectives related to the implementation of the
Corporation’s sales growth strategy, including its retail initiative and its entry into the athletic sock segment of the
U.S. mass-market retail channel, the implementation of its manufacturing capacity expansion plans, the
development of the Corporation’s organizational structure and leadership succession plans to support its growth
strategy, the Corporation’s progress in implementing information technology projects and the process adopted by
the Corporation to ensure compliance with the requirements of section 404 of the Sarbanes-Oxley Act of 2002.
No Options, Treasury RSUs or Non-Treasury RSUs were granted to the President and Chief Executive Officer
during the financial year ended October 1, 2006. However, in conjunction with the implementation of the LTIP,
which has replaced the Strategic Multiplier for the President and Chief Executive Officer and the other Named
Executive Officers for fiscal 2007 and subsequent years, the President and Chief Executive Officer was awarded a
grant of 4,186 Non-Treasury RSUs and 10,850 Options on October 2, 2006. The Options were awarded at an
exercise price of $54.34, and will vest in accordance with the provisions of the LTIP, as previously approved by the
Corporation’s shareholders.
Shareholding Requirement for the Chief Executive Officer
In November 2005, the Corporation established a minimum shareholding requirement for the President and
Chief Executive Officer. The President and Chief Executive Officer is required (i) to hold, within five (5) years of
his appointment to the position, Common Shares having a minimum total share market value of four (4) times his
base salary and (ii) to continue to hold such Common Shares throughout his tenure as President and Chief
Executive Officer. Mr. Chamandy, as a founding entrepreneur of the Corporation, has a shareholding position that
is significantly in excess of this minimum requirement.
On behalf of the Compensation and Human Resources Committee:
Richard P. Strubel, Chairman
William D. Anderson
Robert M. Baylis
Sheila O’Brien
Long Term Incentive Plan
The LTIP was first implemented in 1998 for the grant of Options and was most recently amended in February
2004 and February 2006 to, among others, allow the Board of Directors to grant Treasury RSUs and Non-Treasury
RSUs, respectively, to officers and key employees of the Corporation and its subsidiaries in order to encourage
them to work toward, and participate in, the growth and development of the Corporation and to assist the
Corporation in attracting, retaining and motivating its officers and key employees. The LTIP is administered by the
Board of Directors, which has delegated this responsibility to the Compensation and Human Resources Committee.
On February 2, 2006, the shareholders of the Corporation approved an amendment to the LTIP to fix at
3,000,158 the number of Common Shares that are issuable pursuant to the exercise of Options and the vesting of
Treasury RSUs (the “Total Reserve”). Should further Common Shares become available under the LTIP as a result
of the expiry or termination of Options or Treasury RSUs, such shares will then be available for issuance upon the
exercise of Options or the vesting of Treasury RSUs, the whole without increasing the Total Reserve. As at
December 8, 2006, the Total Reserve represents 4.99% of the issued and outstanding Common Shares of the
Corporation.
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