Here’s a valuable, simple to use, online guide to help you put together your directors’ remuneration report. Many of the issues facing companies in 2022 continued into 2023: any remaining impact of the pandemic, the Ukraine war, energy price fluctuations, inflation, and ongoing cost of living crisis meant continuing economic uncertainties. 

This guide enables users to get to grips quickly and easily with the complex and fast-changing topic of pay for directors of quoted companies.

Why use this guide?

This is an essential knowledge and training guide as well as a practical guide to the law and practice in this area.

By using this guide, companies which need to manage their legal spend carefully can do a first compliance review “in-house”, reducing the level of review required by external lawyers.

This guide has now been updated for 2023 reports and the 2024 AGM season, incorporating investors’ updated guidelines, and the increased focus on ESG factors and enhanced disclosures.

It also considers:

• The remuneration changes in the revised Corporate Governance Code. Although these only apply from 2025 financial years and hence in 2026 reports, companies should be planning ahead; and
• Investors’ evolving views on pay structures in view of the ongoing debates  on the competitiveness of the UK listing environment and UK remuneration practices.

The 2024 AGM season may well be challenging, with continued scrutiny from investors and proxy advisors looking for fairness in executive pay and alignment with the stakeholder experience.

In preparing implementation reports for 2023 and new policies, and reviewing pay packages, potential bonuses and vestings, remuneration committees need to ensure, more than ever, that they have a thorough understanding of stakeholder perspectives, full information, and the appropriate powers and support to carry out their functions.

There is a plethora of rules around both design and disclosure of directors’ pay: legislation, industry and government guidance, market practice and investors’ expectations. In addition, part of the remuneration report has to be audited.