7.13 Drafting slips in the 2024 annual report on remuneration
UK Company A · a UK-listed medical technology group · Drafting slip
In brief
The 2024 annual report on remuneration contains a set of slips that change no audited total: blank or 'n/a' sub-totals in the single figure table, a bonus column labelled as a share of maximum that adds to a share of target, inconsistent dates for two directors, a wrong vesting date for the 2022-24 performance share award, two different free cash flow thresholds for the same award, a contradictory footnote on the former Chief Financial Officer's shareholding, misdirected or truncated table text, a misspelt adviser and peer name, and a 50% weighting printed for what the following year's report calls a single measure.
The evidence, as filed
Further pages withheld to protect the company’s identity (13): Annual Report 2024, page 155; Annual Report 2025, page 180; Annual Report 2025, page 150; Annual Report 2024, page 154; Annual Report 2025, page 151; Annual Report 2024, page 159; Annual Report 2025, page 177; Annual Report 2024, page 162; Annual Report 2024, page 163; Annual Report 2024, page 153; Annual Report 2024, page 167; Annual Report 2024, page 160; Annual Report 2024, page 172. Their wording or layout could lead back to the company even with names and figures masked; the evidence list below records what each page shows.
Names, figures, dates, logos and any wording that could be searched back to the company are boxed out in grey; the point is highlighted in yellow.
What the report shows, and what the rule requires
| What the annual report shows | What the rule requires |
|---|---|
| What the annual report shows Slips as listed in the evidence rows, each with the page where it appears. | What the rule requires Each item corrected: sub-totals filled in, labels matched to the figures, one date and one threshold used throughout, names spelt correctly. |
Why it matters
Cosmetic: readers may be confused about dates, sub-totals and labels; no reported pay outcome changes.
Exposure
Drafting only.
Our workings
Each evidence row quotes one slip and its note gives the correction. None changes a single total figure, a vesting outcome or a bonus payment.
Management’s best defence, and our reply
The company could say these are typographical or layout slips that no reader would act on, and that the correct figures or dates appear elsewhere in the same report. That is right, which is why they are listed as drafting slips rather than findings.
The fix
- Correct each item as noted against its evidence row.
Evidence relied on
| # | What it shows | Type | Where |
|---|---|---|---|
| 1 | Total variable pay for the former CFO's 2024 column shows a dash although her total [name] are [n] (and her total single figure [n] includes them); the CEO's figure prints as '[n]' without a thousands separator | Document | Annual Report 2024, page 155 |
| 2 | The former CFO's 2023 Total [name] reads 'n/a' although her 2023 performance share value is [n] | Document | Annual Report 2024, page 155 |
| 3 | The weighted outcome column ([n]%, [n]%, 30%, [n]%) is a share of target and adds to [n]%, while its total row is labelled '% of maximum' and shows [n]%; label the column 'weighted % of target' or halve the entries | Document | Annual Report 2024, page 157 |
| 4 | Should read '[company]', as elsewhere on the page | Document | Annual Report 2024, page 154 |
| 5 | The 2022-24 award's performance period ended on [date] and it vests on [date] (page 162); 'vested in [date]' is wrong | Document | Annual Report 2024, page 159 |
| 6 | Vesting date of the 2022-24 award: [date] | Document | Annual Report 2024, page 162 |
| 7 | Free cash flow threshold for the 2022-24 award printed as [amount] here | Document | Annual Report 2024, page 159 |
| 8 | The same threshold printed as [amount] in the outcome table (no effect on vesting: actual [amount] was below both) | Document | Annual Report 2024, page 161 |
| 9 | Should read 'up to and including' | Document | Annual Report 2024, page 159 |
| 10 | The table shows a [n]% requirement and a [n]% actual holding; the footnote says the requirement shown is her actual holding, so either the table or the footnote is wrong | Document | Annual Report 2024, page 163 |
| 11 | Should read [date], as on page 166 and in his nil 2024 fees | Document | Annual Report 2024, page 164 |
| 12 | The correct date, given two pages later | Document | Annual Report 2024, page 166 |
| 13 | Two awards (2022 and 2023) are described; they vest in 2025 and 2026 | Document | Annual Report 2024, page 164 |
| 14 | The Chair's date of appointment is given as [date] here | Document | Annual Report 2024, page 153 |
| 15 | and as [date] here and on page 166 | Document | Annual Report 2024, page 164 |
| 16 | A director appointed in 2024 has no prior-year pay to compare; 'n/a' rather than a 100% increase | Document | Annual Report 2024, page 166 |
| 17 | The ratio table follows this paragraph; should read 'table below' | Document | Annual Report 2024, page 167 |
| 18 | Truncated sterling figure for the 2023 lower-quartile total pay | Document | Annual Report 2024, page 167 |
| 19 | Peer name should read '[name] A/S' (also on page 172) | Document | Annual Report 2024, page 160 |
| 20 | A 50% weighting is printed for the only strategic measure of the 2025-27 award | Document | Annual Report 2024, page 172 |
| 21 | The 2025 report confirms the 2025-27 strategic element is a single measure | Document | Annual Report 2025, page 180 |
| 22 | The Chair's letter says 15% of the 2025 bonus was tied to individual strategic objectives | Document | Annual Report 2025, page 150 |
| 23 | The next page says individual objectives were 10% and rise to 15% only in 2026, after removing the 5% ESG allocation | Document | Annual Report 2025, page 151 |
| 24 | The 2025 bonus table describes the 15% as strategic objectives including ESG objectives | Document | Annual Report 2025, page 177 |
Prepared by Pramanex from the company’s published annual reports, without the company’s involvement, to show how an annual report review reads. The company is not named, and nothing on this page is a statement about any identifiable company. Observations are not an audit, review or other assurance engagement, and not legal advice. A regulator-style question is a question, not a conclusion.
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