Trustee Webcast 16 January 2013 – Questions and Answers Questions received in advance 1. What measures are being taken to protect the fund from potential further devaluation of the UK Pound over the coming decades to ensure members who incur retirement expenses in USD, EUR or CHF do not see their buying power reduced? A: The SCPF pays benefits in GBP which are linked to your final salary. It is that pension, in Sterling, that is the Fund’s liability and which the Fund aims to ensure that it can pay in the future. It cannot provide any protection for individual members who incur expenses in other currencies. 2. AVCs: It is difficult, looking at the publically available fund tables, to identify the L&G funds into which my AVC’s invested in, with a view to assessing the performance of the L&G funds available to AVC investors. I believe the Shell pensions team have the performance information available so could you comment on L&G’s AVC fund’s performance, relative to the relevant benchmark and the market? Could you make this information more widely available without individuals having to register with L&G’s “Manage my account” service? A: We have made L&G’s “Manage Your Account” available to members so that they can access the fact sheets on the funds available in the SCPF’s AVC arrangement. These are updated monthly and include performance information. We expect members with AVCs to register for ‘Manage my account’ so they can see the value of their fund. We do an annual review of the overall performance of the AVC Funds together with our investment advisors; if we have concerns about the performance of particular funds we may change the fund range. 3. Why is it that the SPCF Trust Deed and Regulations do not allow members to transfer out AVC funds in isolation? This appears to be against the interests of members and only in the interest of the AVC scheme provider. Members may not realize (like I did not) that when investing in this AVC fund their money will effectively be locked in until retirement. A: The Trustee views the SCPF AVC arrangement as an integral part of a member’s SCPF benefits. Indeed, the Trustee is the policy holder of the Arrangement, rather than an individual member contributing to it. The fact that Arrangement is part of the SCPF, rather than it being an individual arrangement (i.e. a Free Standing AVC Arrangement), allows a member to take their AVC fund as part of the Pension Commencement Lump Sum when drawing their SCPF benefits. It is of course always open to a member to set up his/her own freestanding AVC arrangement. The Trustee reviews the AVC arrangement annually. This review, undertaken with the Trustee’s investment advisor, includes the range of funds on offer to members and competitiveness of charges. The latest advice received confirms that: • The range of funds offered by the Trustee is likely to satisfy the majority of members’ requirements and that the fund range could be enhanced by the addition of 2 further funds (an index linked fund and a diversified growth fund). As was mentioned in ‘The Source’, two further funds are to become available for members’ investments. • Legal & General’s charges are competitive. Pensions, including AVCs, are for the long term so it is always advisable to ensure you understand the terms of the arrangement into which you are Page 1 of 10 entering. Page 27 of the AVC Explanatory Booklet states that “the Trust Deed and Regulations do not allow you to transfer your AVC fund in isolation”. Conversely, it is not possible to transfer the SCPF benefits without also transferring the AVC fund; they come as a package. It is probably also worth mentioning that the Trustee also wishes to maintain simplicity in administering its pension arrangements and for this reason it follows that a transfer of Free-Standing AVCs can only be accepted into the SCPF’s AVC Arrangement and other types of pensions (i.e. any registered pension that is not an AVC arrangement) must be transferred into the SCPF to purchase additional pensionable service. 4. (Paraphrased from a more lengthy original question). The reduction in the Annual Allowance to £40,000 will catch many JG 1/2 and higher earners in Shell. What is the SCPF and Shell as a whole doing to lobby the government on this as it is an unfair and unequal treatment between DB and DC schemes? A: It is true that a few Shell staff will have additional tax to pay, generally those with a lot of years of service who receive large pay rises in consecutive years. The calculation for your annual ‘pension input’ does include an allowance for inflation, so you only use up your Annual Allowance to the extent that your pay rise is substantially above any increase in the cost of living. There is a factsheet on the Pensions Website which explains how to calculate this. If you wish, you have the right to ask the SCPF to pay your tax bill for you and reduce your eventual pension accordingly – this is called ‘Scheme Pays’. You should take independent financial advice if you are considering using this right. We do not generally lobby the Government directly but we do provide input to the National Association of Pension Funds and other national organisations who lobby the government and respond to consultations. 5. Taking account of recent statements made by the Labour Party regarding restriction of pensions tax relief for higher earners can you comment on what impact (if any) such a change would have on the Fund A: There may not be any direct impact on the Fund itself; the immediate impact would be on members earning more than £150,000 who would have an increased tax bill. We don’t know exactly what form the legislation would take so cannot say what implications there would be for the SCPF itself. 6. “What kind of fiscal/tax conditions could be envisaged that would trigger changing the existing fund from defined benefit to defined contribution for existing members” A: It is hard to envisage fiscal/tax conditions – externally imposed regulatory changes – that would make this desirable, because any ‘tax raid’ on pensions is likely to affect defined contribution schemes as well as defined benefit ones. A related question is under what circumstances could the Fund be wound up completely, or closed to new accrual, and/or a new DC arrangement be put in place for existing members. At present the Company has not indicated any desire to wind up the Fund or close it to new accrual. If at some point in the future the Company did want to do either of those things, then it would have to consult the affected members (a similar consultation was carried out after the recent UK benefits review). 7. Do you think the recent announcement by the Office for National Statistics not to change RPI calculation, will stand for the foreseeable future? Page 2 of 10 8. In light of the recent ONS review of the underlying calculations used for the Retail Prices Index and the potential revision to attempt to close the ever increasing gap between RPI and CPI. Whilst the ONS have concluded there will be no change, does the Trustee have any views on any potential future change there may be if RPI is reviewed again given the effect it will have on the various member populations the scheme and plans should a change be forced upon the fund (as opposed to the previous RPI to CPI change which left us largely unaffected). 9. I have noticed in the press that the UK government is looking to change the method of calculating RPI. Will this new method be adopted for the Shell pension rises (once the pension is taken) or will the current calculation of RPI be retained by the fund? A: The recent ONS review of the definition of RPI led to an outcome of ‘no change’, and a recommendation that there should be no change in future. We have no more idea than anyone else what the Government might do, but it is possible that in the long term they will try and move towards the use of RPIJ rather than change RPI. For the SCPF, pension increases are based on the RPI as published by the Government (with some specific exceptions & subject to a cap). The Trust Deed explicitly refers to the RPI (or any other index determined by the Trustee to be “broadly equivalent”) hence the SCPF will continue to base pension increases on its value. Any other approach would need to be agreed by both the Trustee and the Company. 10. Has Quantitative Easing had an impact on the valuation of fund assets? A: Indirectly, QE has had an effect on the economy and hence has likely had effects on all of our UK-based assets although it may be hard to say exactly what. Directly, QE has led to market gilt yields decreasing. This has increased the book asset value of our index-linked gilts. However, a bigger effect on the Fund as a whole is that lower gilt yields mean a lower discount rate for the future liability cashflows, which means higher liabilities and a lower funding ratio. 11. Is a change in investment strategy likely (e.g. more equities/less fixed interest)? A: The Trustee has recently completed a strategic asset allocation exercise which led to some changes in the investment strategy: 10% high yielding and emerging market debt at the expense of 5% less of the total invested in each of equities and index-linked gilts. We don’t anticipate any more significant changes in the near future unless there are major changes in the markets; for example if the Fund gets to be very well funded or very underfunded. 12. Are you proposing increases in employee contributions? A: Employer Contributions are reviewed in detail after each triennial valuation, and at other times if there significant changes in the Fund’s position. Employee Contributions are determined by the Company, not by the Trustee. There was no increase in employer contributions proposed after the 2011 valuation and there is currently no plan to increase employer (or employee) contributions. Questions received during webcast 13. What is the performance benchmark percentage for the next 3 years? 14. The investment performance slide shows a performance above benchmark. Congratulations. Can you indicate what future performance predictions you Page 3 of 10 target in order to ensure assets continue to match liabilities? Perhaps explaining the scenarios you considered. A: The Trustee decides on the Fund’s strategic asset allocation (SAA) with help from its advisors e.g. not just that 35% of the assets should be in listed equities, but how that splits into a regional allocation. For each part of the portfolio, we agree a specific benchmark (e.g. MSCI IMI Europe for the 8.66% of the portfolio in European equities). The performance of each asset (sub)class is measured against its benchmark and is then consolidated into an overall measure of the Fund’s investment performance against a total composite benchmark. This shows us how well our investment manager, SAMCo, have performed within the overall constraints of the limits set by the Trustee in the SAA. It does not measure the ‘performance’ of the Trustee’s decisions on the SAA itself (which would require a timescale over many years). We also compare the Fund’s overall investment performance against returns achieved by other pension funds, both in and outside the UK. We try and do this over 3 years or longer periods rather than in the more short term. These comparisons are not necessarily that meaningful, as other funds have different objectives depending on their level of funding and strength of sponsor, but it does give us some context. Finally, (in response to Q13) we do not have a ‘future benchmark’ as such: we compare the performance of our investments against actual market returns and hence cannot say in advance what these will be. However, as part of the valuation, we make allowance for part of the expected return on the Fund’s assets in excess of the returns expected on long dated gilts. This is called the ‘outperformance allowance’ and is an input to the discount rate. It is currently 1.25% per annum. We believe this to be a prudent (or conservative) assumption as required for the valuation and we expect over time that investment returns will exceed this. 15. What do we mean when we refer to "Equities" and "Emerging markets"?. Can you clarify the underlying layers (i.e. Emerging markets mean Energy companies in Latin America or Chinese financials)? A: “Equities” means ordinary shares in a company as opposed to debt or bonds. Emerging markets are broadly defined as nations in the process of rapid growth and industrialization. The distinction is between markets that are developing like India or the Philippines as opposed to the developed economies like the USA and Europe. The distinction is purely the country where the stock market is based; there is no particular sector included or excluded. Different organisations have their own lists of ‘emerging markets’. We use the list covered by the MSCI Emerging Markets Index (which is our benchmark) which is reviewed annually but currently includes Brazil, Chile, Colombia, Mexico, Peru, Czech Republic, Egypt, Hungary, Morocco, Poland, Russia, South Africa, Turkey, China, India, Indonesia, Korea, Malaysia, Philippines, Taiwan and Thailand. 16. Can you distinguish between private and listed equities and give some examples of private equity investments? A: Listed equities are shares in companies which are ‘listed’ on a recognised stock exchange somewhere in the world (such as the FTSE). Private equity is a shareholding in any other company. Some private companies are very large, but typically within the Fund we are investing in smaller, often startup, companies. We do this through a range of fund managers, each of which raise a certain level of capital from investors and then invest this in a number of different companies. Each manager is focussed on a particular geographic Page 4 of 10 and/or business sector or has a particular strategy. SAMCo carry out detailed due diligence to decide which funds are suitable for us. Over time, we expect private equity investments to out-perform listed equities but they are also associated with higher fees and less liquidity (typically we are locked in for up to ten years). The SCPF private equity portfolio has produced returns averaging over 13% over the last seven years. We are invested in over 100 different funds. Some of our largest investments are in funds run by CVC Capital Partners, Apollo Advisers LP and the Blackstone Group. 17. With a long recession since 2008, and no real improvement expected over the next few years, how have you managed to do so well and how do you really expect to do well in the future (many pension funds have lost huge amounts of money and have reduced the payments to members)? A: We wouldn’t like to be complacent about this. Markets can be very volatile and certainly we had a number of grave reflections when we saw the bottom fall out of the equity market in Q3 2011 and we were suddenly down to a lower funding ratio. Indeed at the end of 2011 we were in deficit. We prided ourselves in being in surplus, so we were disappointed at being 98% funded at the end of that period. The answer to the flattering question is that we are a large fund and we can afford to have a well-diversified portfolio with a good balance of return seeking assets and defensive assets. We are very glad that we substantially de-risked in 2007 before the big financial crisis. 18. I like the move into infrastructure assets but wondered whether we should now be moving out of bonds into equities rather than vice versa? A: We haven’t yet moved into infrastructure assets but we have approved the possibility for it to happen if we find suitably attractive investments. The question on bonds vs equities is a good one and we considered it very carefully over the summer. The economic environment was very uncertain; the fiscal cliff was arriving and we had all the problems in the Eurozone. In the end, we decided that the risk of staying with 40% in equities was too high and we agreed this with the Company. When our funding rate has plunged in the past, it has usually been because of the concentration in equities. Instead, we went for two different kinds of “higher yielding” debt: emerging market sovereign bonds and high yield (corporate) bonds. These types of assets fall between the current highly-rated fixed income bonds and equities in terms of risk. 19. Given H.M. Government wish to get more money, do you think our "excess assets" (funding ratio 105%) are at risk of increased taxation? A: Some years ago the tax regime provided that if a scheme was over 105% funded, assessed using assumptions prescribed for that purpose, it would lose its tax favourable status on the assets over 105%. This provision is no longer in force and the legal requirements in relation to the funding of pension schemes have changed completely. However it is of course not possible to predict what future governments might do. 20. Is there a possibility that any surplus in the SCPF would be used to offset a deficit in another Shell pension scheme within another country? Or are the pensions schemes set up such that they are completely sole entities? A: The SCPF is set up as a trust so that its assets are separate from Shell (the company) and its assets are owned and controlled by the Trustee in accordance with the Trust Deed and Rules. The Trustee has no power under the Trust Deed to pay surplus assets out of the SCPF to the Member Companies while the SCPF is ongoing. Furthermore the power of amendment in the Trust Deed expressly prohibits amendments which would result in any Page 5 of 10 payments to the Member Companies while the scheme is ongoing. Under the Trust Deed it is only possible for the Trustee to pay surplus assets to the Member Companies if the SCPF is completely wound up and all members' benefits are secured in full. 21. If the Sponsor decided for whatever reason to wind up the fund, what legal notice period do they have to give? How would the assets of £13 billion be allocated to both active and retired members? A: If the Company decided to close the scheme to future accrual or to wind it up, then it would have to consult with the affected members first. The consultation must last for a minimum of 60 days. If the Company then went on to give notice to the Trustee to wind up the scheme, then the Trustee would have to apply the assets in accordance with the provisions of the Trust Deed. Essentially the Trustee would have to secure members' accrued benefits in full by means of insurance policies which would be assigned to each individual member. If there were any surplus remaining after members' benefits have been secured in full, then the Trustee is required to pay it to the Member Companies. If there were not enough assets to secure members' benefits in full, then there is a legal requirement that the Company must put additional funding into the scheme so that members' benefits can be secured in full. 22. What are the expected impacts of the 'new' pension scheme for new hires post Q1 2013 on the continual funding and performance of the existing scheme? A: The new scheme has no direct impact on the defined benefit scheme because it is a separate scheme with separate funding arrangements and separate assets. If you are in the SCPF at the moment, you will continue to be in that scheme. There will be no immediate change in the membership profile of the scheme, but the scheme will mature (that is, the proportion of pensioner members will increase) more rapidly than it otherwise would have done. Since the number of active members is now capped, there is also reduction in risk. In the longer term, these factors will have an impact on the Trustee’s investment strategy. Eventually the closed status will lead to the scheme having paid out all its liabilities - but that’s a long way ahead and for practical purposes today we should say there is not a substantive impact on the SCPF. 23. If RDS did suffer a "black swan" event and was taken over whilst the share price was low, would the new company be obliged to maintain the fund, or could they raid the fund in any way? 24. What would be the effect to the Fund should RDS be taken over or merged with another Company? 25. Would an incident like Macondo impact the funds, or are they separated and protected somehow? A: It is difficult to anticipate what a new company would do. It would, as noted above, be possible for them to end future accrual and to trigger a wind up of the scheme. However the process would require consultation with affected members and all members' accrued benefits would have to be secured in full. As noted above, the scheme is set up as a trust and its assets are completely separate from those of the Member Companies. The Trustee regularly monitors the strength of the sponsor covenant (i.e. the willingness and ability of the Sponsor to support the Fund). In the event of any such incident, the Trustee would need to assess the impact of the incident on the strength of the sponsor covenant, and to determine whether any changes to Page 6 of 10 the Fund’s investment strategy or contribution requirements would be appropriate in light of this impact. 26. With a 105% funding level, can we expect the Company contribution to be reducing back to a more normal level? A: The Company contribution level is reviewed formally every three years as part of the valuation, and more informally between valuations in light of the developing funding level. This funding level, as you have seen from the charts, is volatile. It is a measure of how well funded we are compared to the existing liabilities in the Fund (the ‘technical provisions’) but this does not include funding for benefits to be accrued by members in the future. Over time if we get to a significantly higher level of funding, then we will review the allocation of investments and assets to protect that surplus and will consider, with the Company, the level of their funding. Alternatively, if something very serious happened in relation to value of the Fund, the Trustee and the Company would look at the situation again. The long-term objective is to reach a level of funding where Company contributions can be reduced to zero. However, unless the funding level moves outside a defined range in the meantime, the Company has committed to the current contribution rate of 31% until at least the end of 2014 (three years from the date of the last valuation). 27. Is there a deadline for members to transfer in from other pension schemes? A: The Trustee allows transfers into the SCPF from other pension schemes and can accept them at any time whilst the member is an active SCPF member. It is worth remembering, however, that the transfer process can take some months to complete so if you are approaching Normal Pension Age and planning on taking your pension, or leaving the Company, you need to build in some lead time. 28. If we incur a tax charge, is the three year offset automatically calculated by pensions/ payroll or do we need to claim back separately? A: If you incur a tax charge as a result of exceeding the Annual Allowance (AA), it is your responsibility to both make the calculations and declare the amount by which you have exceeded the AA via your Self Assessment tax return. Details of your pension input for the current and previous three Pension Input periods are given on your Pension Input statement you receive with your annual SCPF Benefit Statement. From this information, and details of any other pensions arrangements you may have, you can calculate if you have any unused AA from the previous three tax years. Neither the Company nor the Trustee can make the calculations for you so if you have any concerns, you should get Independent Tax Advice. 29. If we pay AVCs, can you confirm this is taken from our highest marginal tax rate, so if we earn say just over £100k and AVCs take us below £100k, does this mean we do not lose our tax free earnings limit which amortises at £1 lost for each £2 earned? A: The abatement of the personal allowance applies to individuals with adjusted net income in excess of £100,000. Adjusted net income is the total taxable income from employment, self-employment, pensions, property income, savings and dividends less Gift Aid contributions and personal pension contributions. Both SCPF contributions and AVCs are deducted from your pretax pay. The contributions have the effect of reducing your taxable earnings so you receive tax relief automatically at your highest marginal rate and your adjusted net income is reduced. Further information on adjusted net income can be found at: http://www.hmrc.gov.uk/incometax/adjusted-netincome.pdf Page 7 of 10 30. £40,000 annual allowance sounds reasonable, but it is the factor of 16 that makes it unreasonable in reality. What are we doing to get this made reasonable and do we see any change coming? A: The factor of 16 which is used to convert the increase in pension value to Pension Input (a capital value) is set by the Government. The Trustee does not generally lobby the Government directly but does provide input to the National Association of Pension Funds and other national organisations who do lobby the government and respond to consultations. The Trustee is not aware of any current consultation or lobbying in relation to this factor. 31. How does the UK's life time pension fund cap work if you have both SCPF and SOCPF pensions? A: The SOCPF is a Bermudian scheme and as such is not a Registered scheme with HMRC in the UK. For this reason, the Life Time Allowance applies only to benefits accrued in the SCPF and not the SOCPF. 32. Very pleased to be member of SCPF but I believe only one of the 12 Trustee Directors is a woman. Any comment? (P.S. I am a man) A: The Trustee values diversity in relation to age, experience, gender etc so that it can adequately represent the membership as a whole and bring a comprehensive challenge to its professional advisors. The Trustee has worked hard in recent election processes, jointly with the Company, to encourage women to stand as candidates. There were a number of women candidates at the most recent elections with just two elected. However, one of these has since left the Company and the election process has resulted in replacement by a man. The Trustee, supported by the Company will continue to encourage women to stand as candidates. 33. Why is this webcast only aimed at employee members? Why not also invite pensioners? A: The aim of the Trustee Webcasts held to date is for the Trustee to update active members on the management and financial position of the Fund. These webcasts replaced the biennial conferences which used to be held for active members. The webcasts have provided a successful means of communicating to a larger group of members than was possible with a conference. The Trustee will be considering whether to invite pensioners (this will need to take account of any technical and capacity issues). 34. If you are looking at more electronic communications, have you considered a Facebook page, which might engage the younger members more? A: One of the findings of the communications survey which the Trustee undertook last year was that there is more work to do in looking into how the Trustee communicates with the younger age group. The Communications Committee will be looking into this later this year and will consider various communications technologies and channels. Any innovative ideas on how the Trustee might better communicate with younger members are welcome. 35. Can you give your interpretation of the new flat rate state pension? Do the years in which National Insurance has been paid on a Contracted Out lower rate contribute to the total count of years that NI has been paid? A: See below. 36. With the announcement of the new flat-rate state pension from 2017, will the existing defined benefit members be subject to an additional 1.4% in NI payments? What will the position be for 2013 members? Page 8 of 10 A: On 14 January 2013, the Government published a White Paper ['The single-tier pension: a simple foundation for saving'] outlining proposals to reform the State Pension into a single-tier State Pension. The White Paper also includes proposals for a regular and structured mechanism with which to consider changes to the State Pension age in the future. See the executive summary of the White Paper on the Department for Work & Pensions website www.dwp.gov.uk/single-tier-pension Both employee and employer NI contribution rates will increase for members who are currently contracted out. Details are awaited on what changes to contracted-out schemes may be permitted or appropriate to offset the increased employer cost. 37. SCPF and SOCPF are separate but clearly closely linked. Can you please briefly explain how that linkage is managed? A: The two funds provide broadly the same benefits, and there are provisions which link the operation of the two funds (the Inter Fund Linking rules are in the same document as the Trust Deed and Regulations which are available on request from the Pensions Advisory Unit). The SCPF is governed by UK pensions law and regulations. The SOCPF is for UK base country staff working abroad and is subject to Bermudian law and regulation. The link to final pensionable salary is maintained in both the SCPF and SOCPF regardless of whether the member retires in the UK or from a role overseas. This means that the member’s pension from each fund is a function of service accrued in that fund and final pensionable salary. Both funds bear the cost of the final salary link. The SCPF and the SOCPF have separate Trustees who are responsible for the management of their fund. Both the SCPF and SOCPF enjoy the same strong Shell support. 38. Is the Pension advice service available to UK base country members of SOCPF who may in future transfer to UK? A: The Pensions Advisory Unit (PAU) provides information to employee members of both the SCPF and the SOCPF. Please note that the PAU is unable to give financial advice as it is not authorised to do so by the Financial Services Authority. If you need advice you should contact an independent financial advisor. If you do not already use a financial adviser you can contact IFA Promotions who will give you details of an independent financial adviser in your area. You can use the ‘Find an IFA’ search on IFA Promotions’ website at: www.unbiased.co.uk The PAU provides a session on pensions on the Long Term Income Planning and Retirement courses as part of the Company’s Financial Education Programme. 39. I realise the SOCPF is a completely separate to the SCPF. I applaud the efforts made recently by the SCPF to engage us in sessions such as this one. Please could you suggest to the SOCPF that they do the same thing? A: We know of no current plans to have a similar presentation for SOCPF members but we will feed back your comment to the Board of Shell Trust (Bermuda) Limited, the Trustee of the SOCPF. 40. Do you know the funding status of the SOCPF? (I also echo the comments regarding the performance of the SCPF - very comforting). A: The SOCPF Source (annual newsletter) includes information on the funding position of the SOCPF. You can find this under SOCPF Regular Communications on www.shell.co.uk/pensions. Page 9 of 10 The following questions are related to benefit design and have been referred to the Company. These Q&As will be posted on HROnline (within My Benefits/Pension) shortly. 41. Is Shell intent to continue to offer a defined benefit pension scheme for existing members in the longer term? 42. How are staff contributions to SCPF set and are they likely to change in future? 43. For someone who has taken pension at age 60 while continuing in employment, is it planned to provide access to the new DC scheme, bearing in mind the auto-enrolment regulations? 44. Shell prides itself on being top quartile in its aspirations - top quartile benefits will attract and retain highest quality staff. How does the Company use market practice for setting its pension policy? 45. Why has a decision been made to withdraw the Company's Full Service Pension Bonus policy in 2015? 46. Please advise if there are any plans for increasing or reducing the pension reduction for early retirement, currently 4% per year between 55 and 60 years of age. 47. Will Shell stick with the RPI, or could our pension indexation move to CPI? 48. Currently the pension for existing members of the fund is calculated on Final Pensionable Salary - can you see this changing in the foreseeable future? Page 10 of 10