APC 2015 Annual Report Download - page 302

2015 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC300
ANNUAL SHAREHOLDERS’ MEETING
8REPORT OF THE BOARD OF DIRECTORS TO THE COMBINED ANNUAL AND EXTRAORDINARY SHAREHOLDERS’ MEETING
II – Other elements of compensation, which were or are subject to the approval of the Annual Shareholders’ Meeting
pursuant to regulated agreements
Amounts submitted to
the vote Description
Termination benefi ts €0 Mr. Babeau is entitled to involuntary termination benefi ts in case of change of control
or strategy and taking into account the non-compete compensation described below,
amounting to twice the arithmetical average of his annual fi xed and variable portions
(i.e. inclusive of compensation and complementary payments) paid over the last three
years and authorized by the Board of Directors. (See Section3-7 of the 2015 registration
document).
Board decision of June18-19, 2013 and February18, 2015.
Date of approval by the Annual Shareholders’ Meeting: May6, 2014 and April21, 2015
(Sixth Resolution).
Non-compete
compensation
€0 Mr.Babeau may receive non-compete compensation for a period of one year capped at
6/10th of his average gross compensation (monthly average of total gross compensation ,
i.e. including annual complementary payments –– fi xed and target variable – over the last
12 months of service). (See Section3-7 of the 2015 registration document).
Board decisions of June18-19, 2013.
Dates of approval by the Annual Shareholders’ Meeting: May6, 2014 and April21, 2015.
Supplementary
pension scheme
€0 Mr.Babeau has lost the benefi ts of the fi xed benefi t pension scheme of 1995 and 2012
for French executives (Article39), as well as those from Article83 from which he previously
benefi ted for French executives of the Group, due to giving up his employment contract
with Schneider Electric Industries SAS, on February18, 2015.
See Section3-7 of the 2015 registration document.
Application of the board’s February18, 2015 decision relating to the cancelation of the
benefi t from an Article39 supplementary pension scheme for corporate executive offi cers.
Supplementary
providence scheme
€0 Mr.Babeau benefi ts from rights to (i) a life-time annuity to the benefi t of his surviving spouse
in the event of his decease before retirement or if he leaves the company after the age of
55 without taking up any other employment. This life-time annuity shall be equal to 60% of
25% of the average compensation paid (i.e. including annual complementary payments)
over the three years preceding the date of his decease, less any theoretical income
that may have been obtained under insurance conditions as a result of complementary
payments already made (see above) ii) a disablement pension, revertible to the surviving
spouse, in cases of disablement leading to the cessation of any professional activity
as from the date of his retirement, equal to 25% of the average compensation paid i.e.
including annual complementary payments) over the three years prior to his disablement,
minus 1.25% per missing quarter required for obtaining a full-rate pension and less the
theoretical income that may have been obtained through insurance schemes at the time
of disablement resulting from any complementary payments already made .
See Section3-7 of the 2015 registration document.
Board decision of February18, 2015.
Date of approval by the Annual Shareholders’ Meeting: April21, 2015 (Sixth Resolution)
Moreover, in addition to the benefi ts of the collective providence scheme applicable to
Schneider Electric SE and Schneider Electric Industries SAS employees covering risks
of illness, disablement and decease, Mr.Babeau also benefi ts from the complementary
cover granted to French executives in the Group against risks of illness, incapacity,
disablement and decease. Providence compensation and complementary cover are
subject to performance conditions.
Board decisions of 2009, 2012, 2013 and February18, 2015.
Dates of approval by the Annual Shareholders’ Meeting: 2009, 2012, 2013 and April21,
2015 (Sixth Resolution)