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5.3 How board remuneration is paid
Remuneration is paid in the form of cash, shares and superannuation. Directors may specify the allocation of their total remuneration
between these three components, subject to the following conditions:

– at least 26 per cent of fees must be taken in the form of AMP shares through the AMP Non-Executive Directors’ Share Plan, and
– the minimum superannuation guarantee contributions must be made.
AMP Non-Executive Directors’ Share Plan

A minimum of 26 per cent of non-executive directors’ fees must be taken in the form of AMP shares, which are held until they are
released under the terms of the AMP Non-Executive Directors’ Share Plan. There are no performance conditions attached to this plan,
as non-executive directors sacrifice part of their fees to acquire these shares.

Non-executive directors must retain the AMP shares purchased through the plan for a period of up to 10 years from the date of
acquisition, unless otherwise withdrawn with the approval of the Remuneration Committee, or if a director resigns from the AMP
Limited Board. Following the release of the shares from the plan, non-executive directors can either sell the shares or continue to
hold them.

Non-executive directors do not participate in any employee share plan or receive options or performance rights.

Superannuation

Superannuation contributions totalling nine per cent of fees are paid in addition to fees and allowances. Directors may choose to
increase the proportion of their remuneration taken as superannuation, subject to legislative guidelines.

Retirement benefits

AMP ceased providing retirement benefits to directors in March 2003 and entitlements were frozen at that time. One director, Richard
Grellman, who was appointed to the board prior to March 2003, has a frozen retirement allowance which provides cash benefits in the
event of death or retirement from the board. The retirement allowance was based on a sliding scale that provides a maximum benefi t,
after 15 years of service, of five times the average fees over the three years preceding retirement or death.

5.4 Shareholdings
The following table summarises the movements in holdings of shares in AMP Limited held by the non-executive directors and their
personally related entities.

Purchased

through

Granted as the AMP

remuneration Non-Executive

Holding at during the Directors’ Holding at
Name 1 Jan 2007 period Share Plan Other changes1 31 Dec 2007

Peter Mason 181,717 – 12,697 34,382 228,796
John Astbury2 24,793 – 2,857 – 27,650
David Clarke 79,131 – 13,969 5,000 98,100
Richard Grellman 27,276 – 3,446 – 30,722
Meredith Hellicar 33,035 – 3,441 413 36,889
John Palmer 21,579 – 868 – 22,447
Nora Scheinkestel 46,504 – 3,441 5,137 55,082

Footnote:
1 Represents individuals’ purchases and sales made during the period. Purchases made during the period include those shares purchased and held under the
AMP Non-Executive Directors’ Share Plan. For further details on the terms and conditions of this plan, see section 5.3 of this report.
2 John Astbury retired from the board on 30 October 2007.

6. Statement on transfer of related party information
The Corporations Regulations 2001 allow the transfer of remuneration information required by AASB 124 Related Party Disclosures from
the Financial Report into the Directors’ Report. The following sections comply with the requirements of AASB 124 and have been subject
to audit: sections 1.2, 1.3, 1.4, 1.5, 2, 4, 5.

Signed in accordance with a resolution of the directors.

Peter Mason Craig Dunn

Chairman Managing Director and Chief Executive Offi cer
Sydney, 14 February 2008