The role of the Compensation Committee in improving risk management

The Compensation Committee is always conscious of ensuring that the decisions that it makes and the compensation systems the Group has in place serve to improve the management of risk in the Group. In particular:

• most Compensation Committee meetings are held within 24 hours of Board meetings, at which the committee members are usually given a comprehensive briefing on issues and risks facing each of the business units as well as the Group as a whole;
• one of the single biggest areas of risk for WPP is attracting and retaining key talent. Incentive plans are consequently designed to be attractive in the marketplace and provide as much retention value as possible such as paying part of annual incentives in shares that normally vest two years after grant and having a five-year performance period for LEAP; and
• clawback provisions are to be written into the key share incentive plans (i.e. those other than the all employee schemes) to provide the Compensation Committee with the right to cancel or reduce unvested share awards should a participant’s action justify it.

   

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