Media centre

Wednesday 22 Jun 2005

STATEMENT REGARDING NETWORK RAIL AGM RESOLUTIONS

Region & Route:

National

Network Rail today rejected suggestions that it was trying to ‘block debate’ on directors’ pay at the Company’s AGM. A Network Rail spokesman, said: “All of our members will have the opportunity to discuss the issue together at this year’s AGM.  Any suggestion that we’re trying to stifle such debate is complete nonsense. “There are two resolutions at this year’s AGM specifically relating to remuneration.  This will ensure that there is a full and frank discussion.  There will be no block on debate - only openness and accountability. “This company’s bonus scheme has been specifically designed to ensure that customer and passenger interests are aligned with its directors.  Rewards are made only when independently set targets are met and train services improve.” AGM resolutions Network Rail has a legal duty to its Members to ensure that any and all resolutions put forward for an AGM are valid in law. Members have tabled four resolutions for inclusion in the AGM. Three of these will be voted upon by Members at the AGM.  These include:

• Establishment of a ‘Members’ Council’
• Voluntary reduction of directors’ incentive payments

  One resolution has had to be rejected as it undermines the legal corporate structure of the company. The Members, the Remuneration Committee and the ORR have distinct roles in the process of determining executive remuneration. This resolution ignores the important distinctions between these different roles.