Directors' and Secretary's interests

The Directors and Secretary of the Company at the date of this report are as shown in this Annual Report. Helen Kirkpatrick and Louis Eperjesi were appointed to the Board during the year as a Non-executive and Executive Director respectively, Kevin O'Connell, a Non-executive Director, retired from the Board, and Brendan Murtagh retired from his executive role but remains as a Non-executive Director.

Directors' and Secretary's interests in shares

The beneficial interests of the Directors and Secretary and their spouses and minor children in the shares of the Company at the end of the financial year are as follows:

Details of the Directors' share options are set out in the report of the Remuneration Committee. Except as set out below there have been no changes in these interests between 31 December 2007 and 25 March 2008:

Gene M. Murtagh Acquisition of 626,502 shares
Dermot Mulvihill Acquisition of 1,502 shares
Russell Shiels Exercise of 27,000 options
Lorcan Dowd Acquisition of 1,502 shares

Service contracts

No director has a service contract in excess of one year.

Non-executive Directors

The Non-executive Directors each receive a fee which is determined by the Board to reflect the time commitment involved in the performance of their duties. The Non-executive Directors do not have service contracts and do not participate in any bonus or share option schemes.

The Non-executive Directors do not receive any pension or other benefits apart from Mr Eugene Murtagh in respect of whom the Company paid a contribution to his personal pension scheme.

Standard share option scheme

Under the terms of the share option scheme approved by shareholders in May 1998, (the Standard Scheme), share options are awarded to Executive Directors and senior management. Such options are exercisable only when earnings per share (EPS) growth exceeds growth of the Irish Consumer Price Index over a three year period from the accounting period in which the options were granted, by at least 2% per annum compound. The percentage of share capital which can be issued under the scheme and individual grant limits comply with IAIM guidelines. Grants of share options are awarded annually to ensure a smooth progression over the life of the scheme and at the market price of the Companys' shares at the time of the grant. Under the share option scheme, options become exercisable three years after they are granted and remain exercisable for ten years. Details of the options granted to the Executive Directors under the Standard Scheme are set out in the table later in this Remuneration Report.

Long-term incentive plan

The objective of the long-term incentive plan, approved by shareholders in May 2001, is to motivate and reward Executive Directors and senior executives for exceptional performance. Share options granted to an individual under the terms of the plan are exercisable only if certain performance criteria are achieved in the three year period from the accounting period in which the options were granted. These conditions are:

  • EPS growth must increase by at least the composite inflation index plus 10% per annum compound over the three years; and
  • For 100% of the award to vest, EPS growth must be at or above the seventy-fifth percentile point in the FTSE 250 index of companies.

If EPS growth is at the median, 50% of the award will vest, and if EPS growth is between the median and the seventy-fifth percentile point, between 50% and 100% of the award will vest on a sliding scale. Otherwise the shares do not vest.

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