APC 2015 Annual Report Download - page 160

2015 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC158
CORPORATE GOVERNANCE
3INTERESTS AND COMPENSATION OFGROUP SENIOR MANAGEMENT
Criteria/Objectives Weight Target variable part Variable part achieved on fi xed part Amount
Group 75% 75% 77,3% EUR425,333
• Organic growth of the Group 15% 15 % 0%
• Adjusted EBITA 15% 15 % 6%
• Cash conversion 15% 15 % 30%
• Company program 30% 30 % 41,3%
Individual 25% 25% 21,25 % EUR116,875
TOTAL 100% 100% 99 % EUR542,208
Year 2016
On the proposal of the Governance and Compensation s Committee,
the board of directors on February 16, 2016 set Mr. Babeau’s
annual target compensation for 2016.
Fixed part
The board of directors set the 2016 total fi xed annual compensation
for Emmanuel Babeau, Deputy CEO, at EUR605,000 .
The fi xed part, which has been unchanged since 2013, has been
increased to account for the Group’s evolution and development
in order to reinforce positioning of Mr. Babeau’s compensation
to the median of the international market composed of a panel
of 13 public companies, whose median turnover is 22 m € and
median market capitalization is 26m €, and to the third quartile of
the national market composed of a panel of 10 CAC40 companies,
whose median turnover is 27m € and median market capitalization
is 28m €.
Variable part
The board of directors set the target variable part at 100 % of his
fi xed compensation, that may range from 0% to 200 % of his fi xed
compensation. It remains unchanged vs. 2015. The board thus set
the variable part targets as well as the weight of each of the criteria
as follows:
•Group criteria for 8 0%, including:
–40% based on Group economic criteria component. These
criteria include targets for organic growth in revenue (13.33%),
adjusted EBITA (13.33%) and cash conversion (13.33%)
targets;
–for 40%, a component comprising criteria that are in line with
the Schneider is On company program and on CSR, evaluated
among other things through customer satisfaction, services
development, products sales growth, systems growth margin
as well as trends in the Planet & Society Barometer ;
• Individual criteria for 20%: These objectives are kept confi dential
to avoid making this valuable information available to competition.
A multiplier ranging from 0.8 to 1.3 will be applied to the results
of above criteria, without exceeding 200% of the fi xed part.
Achievement rate of multiplier is linked to growth strategy success .
Long-term incentive
Year 2015
The board of directors of March27, 2015 has decided the grant, in
the framework of the long-term incentive plan for 2015, the allocation
of 7,800  performance shares under plan 21 and 18,200  shares
under plan22 . The allocation of these shares is entirely dependent
on attaining Group performance criteria, in accordance with the
AFEP/MEDEF recommendations.
Accordingly, the fi nal allocation of performance shares is subject to:
•for 70%, a target operating margin of Adjusted EBITA for the
2015/2016 period;
•for 15%, a level of achievement of the Planet& Society Barometer
at the end of 2016;
•for 15%, a level of achievement of the ROCE for the 2015/2016
period.
They are also subject to a lock-up period (see page 281 ).
The portion of shares allocated to Mr.Babeau represents 0.009%
of the number of performance shares granted by the board of
directors and 0.004% of capital at the date of such allocation.
Year 2016
As part of the long-term incentive plan for 2016, the board of
directors agreed on an allocation of 7,800 performance shares under
plan 25 and 18,200 shares under plan 26 . The allocation of these
shares is entirely dependent on attaining Group performance criteria,
in accordance with the AFEP/MEDEF recommendations. These
criteria, now appreciated over three years, will be:
•for 40%, a target operating margin of Adjusted EBITA for the
2016/2018 period;
•for 25%, in the form of an objective of cash conversion rate for
the 2016/2018 period,
•for 20%, a level of achievement of the Planet & Society Barometer
at the end of 2018,
•for 15%, in the form of a TSR objective linked to Schneider
Electric ranking in a panel of 12 companies by end of 2018,