BP 2015 Annual Report Download - page 88

External appointments
The board supports executive directors taking up appointments outside the
company to broaden their knowledge and experience. Each executive
director is permitted to accept one non-executive appointment, from which
they may retain any fee. External appointments are subject to agreement
by the chairman and reported to the board. Any external appointment must
not conflict with a director’s duties and commitments to BP. Details of
appointments during 2015 are shown below.
Director Appointee company
Additional position held at
appointee company Total fees
Bob Dudley RosneftaDirector 0
a Bob Dudley holds this appointment as a result of the company’s shareholding in Rosneft.
Historical data and statistics
Historical TSR performance
2008 2009 2010 20122011 2013 2014
2015
BP
FTSE 100
£50
£100
£150
£200
Value of hypothetical £100 holding
This graph shows the growth in value of a hypothetical £100 holding in
BP p.l.c. ordinary shares over seven years, relative to a hypothetical £100
holding in the FTSE 100 Index of which the company is a constituent. The
values of the hypothetical £100 holdings at the end of the seven-year
period were £99.06 (2014: £107.4 5) and £190.42 (2014: £194.77)
respectively.
Committee review
The board evaluation process for 2015 included a separate questionnaire
on the work of the remuneration committee. The results were analysed by
an external consultant and discussed at the committee’s meeting in
January 2016. As part of the broader external evaluation described
elsewhere, any issues relating to the committee or its work were
discussed by the board in January 2016.
Shareholder engagement
The committee values its dialogue with major shareholders on
remuneration matters. During the year, the committee’s chair and the
company secretary held individual meetings with several larger
shareholders to ascertain their views and discuss important aspects of the
committee’s policy and its implementation. They also met key proxy
advisers. These meetings supplemented a group meeting of major
shareholders with all committee chairs and the chairman of the board
which took place in March 2015, and a regular dialogue between the
chairman and shareholders. Throughout the year this engagement
provided the committee with an important and direct perspective of
shareholder views and, together with the voting results on remuneration
matters at the AGM, was considered when making decisions.
Against the background of the encouraging vote that had taken place at the
April AGM and the dialogue with shareholders around the meeting, the
committee has noted the shareholders support for the approach taken
regarding retrospective disclosure of targets but notes they wish for
still more.
Accordingly we have this year added additional retrospective disclosure on
targets and scales for both annual bonus and long-term performance
shares. During the year, Dame Ann Dowling met with a number of the
larger shareholders and those who advise them. These have been
constructive meetings and they will be built on in the current year, to aid
the preparation of a revised remuneration policy for the chairman and the
executive directors to be presented to shareholders at the AGM in 2017.
The board’s annual report on remuneration was approved by shareholders
at the 2015 AGM. The votes on the report are shown below.
2015 AGM directors’ remuneration report vote results
Year % vote ‘for’ % vote ‘against’ Votes withheld
2015 88.8% 11.2% 305,297,19 0
The committee’s remuneration policy was approved by shareholders at the
2014 AGM. The votes on the policy are shown below.
2014 AGM directors’ remuneration policy vote results
Year % vote ‘for’ % vote ‘against’ Votes withheld
2014 96.4% 3.6% 125,217,443
The shareholder approved policy now governs the remuneration of the
directors for a period of three years expiring in 2017.
See bp.com/remuneration for a copy of the approved policy.
BP Annual Report and Form 20-F 201584