APC 2013 Annual Report Download - page 153

CORPORATE GOVERNANCE
INTERESTS AND COMPENSATION OF GROUP SENIOR MANAGEMENT
Year 2014
On the proposal of the Remuneration, Human Resources and CSR For 25%, criteria that are in line with the company program
–
Committee, on February 19, 2014, the board of directors set Mr. Connect and social and environmental responsibility,
Tricoire’s compensation for 2014. It breakdowns into a fixed evaluated in particular through the evolution of the Planet &
compensation amounting EUR 950,000 and a target variable part Society Barometer.
at 120% of fixed compensation, and within a range of 0% to 240%
Individual objectives for 30%: these objectives remain2.
of fixed compensation. The board thus set the variable part targets
confidential as they might bring strategic information to the
for 2014 as well as the weight of each of the criteria as follows:
competition.
Group criteria for 70%, including:
1.
For 45%, a Group economic criteria component. These
–
criteria include targets for organic growth in revenue,
adjusted EBITA and cash generation targets;
Long-term incentive
The supervisory board has authorized, in the framework of the these shares is entirely dependent on attaining Group performance
long-term incentive plan for 2013, the allocation of criteria.
15,000performance shares under plan15 and 35,000 shares Accordingly, the final allocation of performance shares is subject
under plan 16. The allocation of these shares is entirely dependent to:
3
on attaining Group performance criteria, in accordance with the for 70%, a target operating margin of Adjusted EBITA for the
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AFEP/MEDEF recommendations. period 2014/2015,
They are also subject to a lock-up period (see page 284). These for 15%, a level of achievement of the Planet & Society
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shares were allocated by the management board on March 28, Barometer at the end of 2015,
2013. The portion of shares thus allocated represents 2% of the
for 15%, a level of achievement of the ROCE criterion for the
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total allocation and 0.009% of capital at the date of allocation.
period 2014/2015.
The board of directors approved, as part of the 2014 long-term They are also subject to a lock-up period. The shares will be
incentive plan, the allocation of 60,000performance shares. allocated by the board of directors on March 31, 2014.
Pursuant to the AFEP/MEDEF recommendations, the allocation of
Mr Emmanuel BABEAU, Deputy CEO/Member of the management board (1)
Year 2013
Fixed part
For 25%, a component comprising criteria that are in line
–
with the Connect Company program and on social and
The supervisory board has set the 2013 total fixed annual
environmental responsibility, evaluated among other things
compensation for Emmanuel Babeau, member of the management
through customer satisfaction, solution development and
board, at EUR 550,000. The board of directors confirmed the
trends in the Planet & Society Barometer targets.
amount of fixed compensation for Mr. Babeau on 25 April 2013, at
Individual objectives for 30%: individual performance is rated2)
EUR 550,000.
based on specific objectives including Connect program,
new governance, Group scope, etc., with the other
Variable part
objectives being kept confidential as the competition would
The supervisory board has set the variable part target at 90% of
be interested in knowing them.
fixed compensation. Performance incentives can range from 0 to At its meeting of April 25, 2013, the board of directors applied,
180% of fixed compensation. without changes, the same definition of variable part for Mr.
The supervisory board has set the criteria of the variable part, as Babeau’s 2013 compensation.
well as the weight of these criteria and targets for 2013: On the proposal of the Remuneration, Human Resources and CSR
Group criteria for 70%, including:1)
Committee, on February 19, 2014, the board of directors approved
as 2013 variable part EUR 695,200 paid in March 2014. It set the
For 45%, a Group economic criteria component. These
–
variable part at 126.4% of his 2013 fixed compensation (EUR
criteria are based on organic sales growth, adjusted EBITA
550,000). The breakdown of the variable part is as follows:
and cash generation;
Variable part Variable part
Criteria / Objectives Weight Amounttarget acheived
Group 70% 63% 72.4% 398,200 €
Individuals 30% 27% 54 % 297,000 €
TOTAL 100% 90% 126.4% 695,200 €
Mr. Babeau has been member of the Management Board until April 25, 2013, date of the approval of the change of governance. (1)
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2013 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC