APC 2015 Annual Report Download - page 295

2015 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC 293
ANNUAL SHAREHOLDERS’ MEETING
8
REPORT OF THE BOARD OF DIRECTORS TO THE COMBINED ANNUAL AND EXTRAORDINARY SHAREHOLDERS’ MEETING
Consultation of shareholders on individual
Group compensation of corporate officers –
Fifth and Sixth Resolutions
In accordance with the recommendations of the AFEP/MEDEF
corporate governance guidelines, you are asked to give a favorable
opinion on the compensation elements due or awarded to your
company’s corporate offi cers for the 2015 FY. These elements are
presented in the tables below, and are further detailed in Section3.7
of the registration document.
By the Fifth Resolution you are asked to give a favorable opinion
on the elements of Mr.Jean-Pascal Tricoire’s 2015 compensation
and by the Sixth Resolution on those of Mr.Emmanuel Babeau.
You are reminded that at its meeting held on February 18,
2015, the board of directors decided to remove the right to a
defi ned benefi t pension scheme (Article39) for corporate executive
offi cers, and leave them to deal personally with building up their
additional pension. For this purpose, the board of directors
authorized complementary payments (see below) whose amount
set by the board leads to reducing by half (52%) the gross value
of what the persons concerned would have received from the
supplementary pension scheme that has been eliminated.
Moreover, the decisions of the board of directors result in a
reversal of provisions of EUR17 million in the 2015 FY
accounts and represent, at long term, savings then estimated
at EUR18 million in compulsory levies for the supplementary
pensions of the two corporate executive offi cers, supposing that
they both retire on reaching the age of 62.
>IMPACT OF THE DECISIONS OF THE BOARD OF
DIRECTORS CONCERNING RETIREMENT: AN IMMEDIATE
GAIN OF EUR11 .1 MILLION
¤11,1 m
Reversal of accrual 2015
Immediate gain
¤17.2 m
- ¤6.1 m
Exceptional payments*
* Exceptional payments in cash and through allocation of shares,
including social charges.
>PROJECTED IMPACT FOR THE COMPANY ON THE
REMOVAL OF THE SUPPLEMENTARY PENSION SCHEMES
FOR MR. TRICOIRE AND MR. BABEAU
Change decided in February 2015 has resulted, on a non recurring
basis , in a gain for the company through a reversal of provision
and, on a recurring basis , in savings for the company equal to the
difference between cost of annual accrual and complementary
payments.
¤- 0.8M ¤- 0.8M
¤- 0.8M¤- 0.8M
¤- 1.4M
2014 2015 2016 2017 2018
¤11.1M
Pension accrual*
Reversal of persion provision of exceptional paymets**
Complementary payments***
* Supplementary pensions (article 39) provision
** Reversal of accrual net of exceptional components paid by the
company, including full IFRS2 charge of free shares and 2015
social charges
*** Annual fi xed and target variable complementary payments and
social charges