New Anglia LEP Remuneration Committee

20^th December 2018

9.30am - 11.30am

Birketts, Kingfisher House, 1 Gilders Way, Norwich, NR3 1UB

Attendees:

Doug Field

Mark Jeffries

Andrew Proctor

Helen Wilton

Jeanette Wheeler

1. Minutes of the last meeting - Confidential

2. Matters arising

3. Progress of CEO objectives including 360 degree feedback - Confidential

4. Progress of COO - Confidential

5. Review of Terms of Reference

6. Any other business

Date and time of next meeting:

Wednesday 6^th March 2019 - 9.30am-11.30am - Venue TBC

LEP Remuneration Committee

Terms of Reference

Purpose

To provide a formal and transparent procedure for developing policy on executive remuneration.

Responsibilities



To determine and agree with the Board the framework or broad policy for the remuneration

of the executive team, as it is designated to consider.



In determining such policy, take into account all factors which it deems necessary. The

objective of such policy shall be to ensure that members of the executive team are provided

with appropriate incentives to encourage enhanced performance and are, in a fair and

responsible manner, rewarded for their individual contributions to the success of the LEP.



To approve the design of, and determine targets for, any performance related pay schemes

operated by the LEP and approve the total annual payments made under such schemes.



To ensure that contractual terms on termination, and any payments made, are fair to the

individual, and the LEP.



To review the outcomes of the performance review process in respect of the Chief

Executive Officer and any other executives appointed from time to time.



Within the terms of the agreed policy make recommendations to take to the Board

regarding the total individual remuneration package of the Chief Executive Officer and any

other senior executive officers or employees who may be appointed from time to time,

including bonuses and incentive payments.



In determining such packages and arrangements, to give due regard to any relevant legal

requirements;



To review and note annually the remuneration trends across the public and private sectors.



The Committee is authorised by the Board to seek any information it requires from any

employee of the LEP, in order to perform its duties.



In connection with its duties the Committee is authorised by the Board to obtain, at the

LEP’s expense, any outside legal or other professional advice, within budgetary constraints.

Membership and Frequency

The committee shall appoint an Independent Chair, who shall serve for maximum five-year term.

The Committee shall be made up of at least three members, including the Independent Committee

Chair. No Board Member who is an employee of the LEP or who has left the LEP’s employment

within three years to the LEP, or a spouse or partner of such employee, shall serve on the

Committee. Two members of the Committee shall be appointed by and from the members of the

New Anglia LEP Board.

Substitutes may only be accepted in exceptional circumstances and only for public sector

members at the discretion of the Chair.

The Committee is authorised to co-opt the Chair of the LEP as a Committee Member (if not already

appointed) for the purposes of facilitating the annual performance review process in respect of the

Chief Executive Officer.

Only members of the Remuneration Committee have the right to attend Remuneration Committee

meetings. However, other individuals and external advisers may be invited to attend for all or part

of any meeting as and when appropriate. Appointments to the Committee shall be reviewed

annually by the Board.

Quorum

The quorum necessary for the transaction of business shall be 3. A duly convened meeting of the

Committee at which a quorum is present shall be competent to exercise all or any of the

authorities, powers and discretions vested in or exercisable by the committee.

Monitoring and Reporting

Minutes of Committee meetings shall be circulated promptly to the Chair and, once agreed, to all

members of the Board.

The Committee Chair shall report formally to the Board on its proceedings after each meeting on

all matters within its duties and responsibilities.

The Committee shall make whatever recommendations to the Board it deems appropriate on any

area within its remit where action or improvement is needed.

The Board shall, at least once a year, review the performance of the Remuneration Committee,

constitution and terms of reference to ensure it is operating at maximum effectiveness.

Review

The Committee shall, review its own performance once a year and terms of reference to ensure it

is operating at maximum effectiveness and recommend any changes it considers necessary to the

LEP Board for approval.

The membership of the Committee will be reviewed annually.

Approved by LEP Board: 21^st February 2018

Last Updated: 28^th February 2018