Annual Report and Accounts 2001
Contents
Chairman's Statement
Chief Executive's Review
Finance Director's Review
Camping Division
Hotel Breaks
Adventure Holidays
Directors' Report
Investor Relations
Directors and Advisors
Corporate Governance
Internal Control
Other Information
Remuneration Committee
Report Share Option Schemes
Report by the Auditors
Consolidated Profit & Loss Account
Balance Sheets
Consolidated Cashflow Statement
Statement of Accounting Policies
Notes to the Accounts
Notice of Annual General Meeting
Holiday Brochure Requests
Remuneration Committee Report
page 1 - page 2

Remuneration

The Remuneration Committee presents this report to shareholders on behalf of the Board. Full details of Executive Director remuneration in the year to 30 September 2001 along with details of directors’ shareholdings and share options are given in note 6 to the Accounts (p30-33).

Remuneration Committee, left to right: Angus Crichton-Miller,
Clive McLintock and Peter Folkman

Remuneration Policy

Executive Director remuneration packages consist of various components:

  • Basic salary
  • Company car
  • Performance linked bonus
  • Private healthcare insurance
  • Pension contributions
  • Share options
  • Life assurance
  • Permanent health insurance

A review of remuneration policy is set out below. In October 2000 the Committee commissioned a comparative review of Executive Director remuneration, which was carried out by Arthur Andersen. The recommendations of this review were taken fully into account when remuneration packages for 2001 were agreed and were again referred to in deliberations for 2002.

Scope and Objectives

Attracting, retaining and motivating directors and senior management of appropriate calibre and experience is essential to the Company's future success. The Remuneration Committee's primar y objective is to ensure that remuneration policy supports this objective whilst avoiding unnecessary cost.

Remuneration
Committee Report

Membership
The Remuneration Committee consists of the Company's three independent, non-executive directors:
C. H. McLintock (Chairman)
H. A. Crichton-Miller
P. J. Folkman

The Committee is responsible for determining the remuneration packages of the Company's Executive Directors. In addition, it has a broader remit which includes Executive Director performance, career development and training requirements together with stewardship of the Company's share option schemes.

Basic Salary Salaries are set taking into account performance and appropriate comparatives in the market place.

Performance Linked Bonus Bonuses are based on one year performance criteria. Executive Directors are able to earn a bonus of 35% of their base salary on achievement of budget targets. A 10% bonus is paid on achievement of 97% of budget. No bonus is payable below that figure. The bonus can rise to 65% of salary, but to reach this level would require exceptional achievement, substantially outperforming budget targets.

Pension Contributions The Company operates contributory money purchase pension schemes for the benefit of its executives and most other employees. In all cases, basic salary only is pensionable. Executives are able to increase pension contributions through salary sacrifice and benefit from a portion of the savings in National Insurance charges. Pension contributions on behalf of Executive Directors are 15% of base salary, before any salary sacrifice element.

Share Options The Company believes that share options are an important element in Executive Director remuneration packages. This is particularly so where the executive in question holds only a limited number of Holidaybreak plc shares. Current policy is to grant a moderate level of options on a regular, annual basis. More information on the Company's share option schemes is given opposite.

Service Agreements

The Committee regards the stipulated notice periods for its Executive Directors to be of mutual benefit. The service agreement for the Group Chief Executive currently provides for a two year notice period. This is currently under review and agreement in principle has been reached for the reduction of this notice period to one year. No other agreements stipulate a notice period of over one year.

Remuneration Committee Report
page 1 - page 2