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Remuneration report

J Sainsbury plc Share Plan 2005

The table below shows the conditional awards granted under this Plan, which would be released if the Company achieves maximum vesting.

  Date of grant Core share award Personal investment Maximum share award 1 Share price at date of award pence First exercise date 2 Last exercise date
Justin King 24.03.05 237,508 118,754 1,662,556 293.0 14.05.08 23.03.10
Darren Shapland 01.08.05 102,558 70,224 793,686 280.5 14.05.08 23.03.10
Mike Coupe 24.03.05 118,226 5 73,891 5 886,694 5 293.0 14.05.08 23.03.10
  1. The maximum share award excludes the personal investment shares acquired by the Directors, which must be held for the duration of the Plan. It assumes full vesting.
  2. Performance will be tested in May 2008 and it is expected that awards will vest in full and that in accordance with the accelerated vesting provisions half of those awards will be released.
  3. The performance conditions attaching to the award are set out in note 32.
  4. The J Sainsbury plc Share Plan 2005 is a nil cost option plan.
  5. As at date of appointment.

Long-term Incentive Plan 2006

The table below shows the conditional awards granted under this Plan, which would be released if the Company achieves maximum vesting.

  Date
of grant
Maximum
share award 1
Share price at
date of award
pence
First exercise
date 2
Last exercise
date
Justin King 13.07.06 390,424 2 334.0 15.05.09 17.07.11
  20.06.07 380,844 3 583.5 12.05.10 11.05.12
Darren Shapland 13.07.06 188,480 2 334.0 15.05.09 17.07.11
  20.06.07 179,220 3 583.5 12.05.10 11.05.12
Mike Coupe 13.07.06 186,384 2, 6 334.0 15.05.09 17.07.11
  20.06.07 163,092 3, 6 583.5 12.05.10 11.05.12
  1. The maximum share award, assumes full vesting.
  2. Depending on performance, partial vesting may occur following the Preliminary Results announcement in 2009.
  3. Depending on performance, partial vesting may occur following the Preliminary Results announcement in 2010.
  4. The performance conditions attaching to the award are set out in note 32.
  5. The Long-term Incentive Plan 2006 is a nil cost option plan.
  6. As at date of appointment.

Deferred Annual Bonus Plan

The table below shows the maximum number of shares conditionally allocated to participants and what would be released to them in the form of nil cost options if the Company achieves maximum vesting.

  Date of
grant
Deferred
bonus
share
award
Maximum
matching
share
award 1
Share
price at
date of
award
pence
First
exercise
date 2
Last
exercise
date
Justin King 20.06.07 86,026 172,052 583.5 12.05.10 11.05.12
Darren Shapland 20.06.07 29,033 58,066 583.5 12.05.10 11.05.12
Mike Coupe 20.06.07 21,2943 42,5883 583.5 12.05.10 11.05.12
  1. The maximum matching share award is the maximum award that would become exercisable provided that the Company achieves first position within the comparator group of namely Ahold, Carrefour, Casino, Delhaize, DSG International, Home Retail Group, Kingfisher, Marks & Spencer, Metro, Morrisons, Next and Tesco. The Company’s relative performance is determined by reference to total shareholder return.
  2. Depending on performance, partial vesting may occur following the Preliminary Results announcement in 2010.
  3. As at date of appointment.

iii) Restricted Share Plan 2005

As previously disclosed, Darren Shapland gave up valuable entitlements arising from Carpetright Executive Incentive plans when he joined the Company. The Committee agreed to compensate him for his lost entitlements and awards comprising cash payments and restricted shares were made. As the awards compensated him for lost entitlements there were no performance conditions. The table shows the final award of shares released to him during the year.

  Number of
restricted
shares
Date of
award
Date of
release
Number of
shares
released
Number of
shares
lapsed
Notional
gain on
release at
568.5 pence
per share
£000
Vesting
date
Darren Shapland 32,200 01.08.05 01.08.07 32,200 183

Darren Shapland retained 18,998 shares arising out of the 2007 release; the remainder was used to fund the income tax and national insurance charge relating to the release.

iv) Savings Related Share Option Scheme (“SAYE”)

At the end of the year, the Directors’ SAYE share options were as follows:

  Number of
options 24
March
2007
Number of
options
granted
during
the year
Number of
options
exercised
during
the year
Number of
options
lapsed
during
the year
Number of
options
22 March
2008
Weighted
average
exercise
price
pence
Range of
exercise
prices
pence
Date
from which
exercisable
Date
of expiry
Justin King 6,969 6,969 231.0 231.0 01.03.11 31.08.11
Darren Shapland 2,881 2,881 328.0 231.0 01.03.10 31.08.10
Mike Coupe 4,047 2 4,047 231.0 231.0 01.03.11 31.08.11
  1. The Savings Related Share Option Scheme is an all employee share option scheme and has no performance conditions as per HMRC Regulations.
  2. As at date of appointment.

In the period from 24 March 2007 to 22 March 2008, the highest mid-market price of the Company’s shares was 594 pence and the lowest mid-market price was 317.5 pence and at 22 March 2008 was 332.75 pence.

Approved by the Board on 13 May 2008

Bob Stack

Chairman of the Remuneration Committee