Investor Presentaiton
BOOHOO GROUP PLC
DIRECTORS' REMUNERATION REPORT
CONTINUED
ANNUAL REPORT AND ACCOUNTS 2021
// GOVERNANCE
ANNUAL REPORT ON REMUNERATION
This section of the remuneration report contains details as to how the group's remuneration policy was implemented during the year ended
28 February 2021.
DISCLOSURE OF DIRECTORS' SINGLE-FIGURE TOTAL REMUNERATION FOR THE YEAR -
AUDITED INFORMATION
The total single-figure remuneration of the directors during the year ended 28 February 2021 is set out below:
Fixed remuneration
Variable remuneration
Base salary
and fees
£
Benefits
E
Pension
equivalent
£
Other
£
Annual
bonus
Long-term
incentives
Annual bonus
Total
£
£
£
Executive directors
Mahmud Kamani
2021
450,000
42,747
900,000
1,392,747
2020
433,333
42,488
900,000
1,375,822
Carol Kane
2021
450,000
5,331
27,900
900,000
1,383,231
2020
433,333
8,572
23,467
900,000
1,365,372
John Lyttle
2021
615,000
3,777
33,388
3,599
922,500
1,578,264
Benefits
2020
592,947
4,283
19,267
6,498
922,500
1,156,695
2,702,190
year:
Figures in the single total figure remuneration include the following for the financial
The amount of salary or non-executive directors' fees.
Base salary and fees
Pension and pension equivalent
Other
Long-term incentives
Where an executive has elected to forego company pension contributions, due to pension cap restrictions, an
amount of 6.2% is paid as a supplementary element, being the company cost-neutral equivalent of the pension
cost and employer's NI foregone.
The value of SIP awards and SAYE options granted in the financial period for executive directors (SAYE option
calculated as the 20% discount at grant on the three-year plan) and the value of free shares issued to non-
executive directors as part of their fees.
The amount of performance-related bonus receivable. Further details of the performance outcome can be
found below.
The value of long-term incentives vesting based on performance ending in the year under review.
Further details of the share options granted in 2018 and vesting on 28 June 2021 based on performance
measured to 28 February 2021 can be found below. A share price of 338p (the three-month average share
price to 26 February 2021) has been used for the purposes of valuing the gain. Of the amount stated in the
table, £175,156 is attributable to share price appreciation.
The value of private medical insurance, income protection, life assurance, company car and fuel costs based on
the taxable value and driver services.
Neil Catto
2021
300,000
2,959
18,600
3,599
300,000
435,155
1,060,313
2020
294,833
2,925
14,317
6,498
300,000
513,084
Total executive directors 2021
1,815,000
54,814
79,888
7,198
3,022,500
435,155
1,131,706
5,414,555
2020
1,754,496
58,269
57,051
12,996
3,022,500
1,669,779
6,575,091
Non-executive directors
Pierre Cuilleret
2021
60,000
10,000
70,000
2020
56,667
10,000
66,667
Shaun McCabe
2021
20,192
10,000
30,192
Threshold £1,500 million
ANNUAL BONUS
For the year ended 28 February 2021, Mahmud Kamani's and Carol Kane's maximum potential bonus was 200% of basic salary, John Lyttle's 150%
and Neil Catto's 100%. 40% of the potential bonus related to a revenue target and 60% of the potential bonus related to an
target. Bonus entitlement targets were as follows:
Financial target range
Revenue target:
adjusted EBITDA
2020
lain McDonald
2021
70,000
10,000
80,000
Upper limit £1,600 million or more
Bonus entitlement %
12.0%
40.0%
2020
65,000
10,000
75,000
Adjusted EBITDA target:
Sara Murray
2021
Threshold £145 million
18.0%
2020
75,000
10,000
85,000
Upper limit £160 million or more
60.0%
Brian Small
2021
126,859
20,000
146,859
2020
59,679
20,000
Total non-executive
2021
277,051
50,000
79,679
327,051
directors
The amount of bonus payable varies on a sliding scale between the threshold and upper limit shown above. For the financial year ended 28 February
2021, revenue was £1,745 million and adjusted EBITDA £173.6 million, resulting in payments of 40% and 60% of bonus entitlement respectively.
Bonuses payable were as follows:
2020
256,346
50,000
306,346
Name
Bonus % of salary
Total
2021
2020
2,092,051
2,010,842
54,814
79,888
57,198 3,022,500
435,155
5,741,606
Mahmud Kamani
200%
58,269
57,051
62,996 3,022,500 1,669,779
6,881,437
Carol Kane
200%
John Lyttle
150%
Neil Catto
100%
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