APC 2004 Annual Report Download - page 40

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38
Compensation of the Chairman
Compensation paid to Henri Lachmann includes a
fixed salary and a variable component.
In 2004, Group companies paid Mr. Lachmann a fixed
salary of 800,000.
The variable portion for 2004, in a gross amount of
1.3 million, was based on targets concerning
sales and operating margin and individual objec-
tives. The variable portion for 2003 paid in 2004
totaled 1 million.
In addition, in 2005 Mr. Lachmann was paid atten-
dance fees for 2004 of 55,400 by Schneider
Electric
SA.
Mr. Lachmann's benefits include a chauffeur-driven
Company car. He is also covered by the Company's
pension plan for senior executives, under the plan's
general terms and conditions. On retiring, he would
receive a maximum annual pension equal to 25% of
his average compensation for the three calendar
years prior to his departure.
No other payments of any kind are due if he steps
down as Chairman.
Compensation of Board members:
attendance fees and other compensation
At the combined Annual and Extraordinary Share-
holders' Meeting of June 11, 2001, the maximum
attendance fees payable to Directors were set at
640,000.
The Board of Directors decided that the fees would be
allocated among Directors as follows:
Each Director is awarded one half of the theoretical
fee per Director.
Ea
ch Director who is a member of one or more
Committees of the Board of Directors is awarded
an additional one-half of the theoretical fee. The
Chairman of the Audit Committee receives two
halves.
The balance of the total attendance fees is then
shared among all the Directors based on the number
of Board Meetings attended during the year.
The Board of Directors has further decided that the
amount not allocated as described above will be paid
to foreign Directors to compensate for their additional
costs.
In application of these rules, attendance fees paid to
members of the Board for the year ended December
31, 2004 totaled 640,000. By Director, the amount
paid was as follows (in thousands of euros):
Daniel Bouton: 36.5 - Thierry Breton: 36.5 - Alain Burq:
40.1 - Michel François-Poncet: 48.2 - Hans Friderichs:
45.0 - James F. Hardymon: 15.9 - Willy R. Kissling:
60.3 - Gérard de La Martinière: 70.6 - René Barbier de
La Serre: 55.3 - James Ross: 56.7 - Chris Richardson:
31.0 - Piero Sierra: 60.3 - Caisse des Dépôts et
Consignations: 27.7
Alain Burq has an employment contract with Schneider
Electric Industries SAS, through which he receives
compensation comprising a fixed salary and a vari-
able component (bonus and profit-linked incentive
plan).
Agreements
involving Directors
(See auditors' special report).
No agreements involving Directors were entered into
during 2004 or after the close of the year.
7