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2007 Interactive Registration Document - Renault

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The Chairman of the Board of Directors of <strong>Renault</strong> does not receive any variable<br />

portion in respect of his function.<br />

CORPORATE GOVERNANCE 04<br />

INTEREST OF SENIOR EXECUTIVES<br />

Accordingly, the total remuneration of the Chairman of the Board of Directors<br />

was (in €):<br />

ALL-INCLUSIVE VARIABLE PORTION<br />

TOTAL<br />

PAYMENT FOR DUTIES FOR THE YEAR,<br />

DIRECTORS’ FEES FOR<br />

REMUNERATION<br />

FIXED AS CHAIRMAN OF THE PAID OUT THE IN-KIND THE YEAR, PAID OUT TOTAL ANNUAL PAID DURING<br />

YEAR<br />

PORTION BOARD OF DIRECTORS FOLLOWING YEAR BENEFITS THE FOLLOWING YEAR REMUNERATION<br />

THE YEAR<br />

<strong>2007</strong> 200,000 0 5,334 28,000 233,334 233,334<br />

2006 (1) 900,000 200,000 0 5,692 28,000 1,133,692 1,567,026<br />

2005 (May-December) (1) 600,000 133,334 (2) 0 4,926 28,000 1,366,260 2,192,926<br />

2005 (January-April) 300,000 300,000<br />

2004 900,000 1,260,000 4,899 28,000 2,192,899 1,982,899<br />

(1) The renewal of the €900,000 fixed portion paid to the Chairman of the Board from May 1 is an amount close to that he would have received if he retired at that date.<br />

(2) €200,000 for a full year.<br />

The President and CEO and the Chairman of the Board of Directors also have<br />

a supplementary pension scheme.<br />

Further to the meeting of the Board of Directors on October 28, 2004, both<br />

the President and CEO and the Chairman are entitled to benefi t from the<br />

supplementary pension scheme set up for members of the Group Executive<br />

Committee. This comprises:<br />

n<br />

n<br />

a defi ned contribution scheme equivalent to 8% of annual remuneration,<br />

paid for by the company and the benefi ciary;<br />

a defi ned benefi t scheme capped at 30% of remuneration;<br />

n<br />

an additional defi ned benefi t scheme capped at 15% of remuneration (with<br />

a specifi c requirement on length of tenure).<br />

The combined total of these schemes – basic, supplementary and additional –<br />

is capped at 50% of remuneration.<br />

Currently, total retirement benefi ts, including supplementary benefi ts, to which<br />

senior executives, including the President and CEO are entitled, are estimated<br />

at between 30% and 45% of their fi nal remuneration, owing to differences in<br />

seniority at <strong>Renault</strong> and on the Group Executive Committee.<br />

4.4.2 STOCK OPTIONS GRANTED TO SENIOR EXECUTIVES AND CORPORATE OFFICERS<br />

4.4.2.1 LEGAL FRAMEWORK<br />

In its 14 th resolution, the Joint General Meeting of May 4, 2006 authorized the<br />

Board of Directors to make one or more grants of stock options to employees of<br />

the company and its related companies, in conformity with Article L. 225-180<br />

of the Commercial Code. These options give holders the right to subscribe for<br />

new shares of the company, issued in connection with a capital increase, or to<br />

buy shares of the company lawfully repurchased by it.<br />

If these options are exercised, the number of shares thus purchased or subscribed<br />

shall not exceed 3.2% of the share capital at the date of the Meeting.<br />

The General Meeting rules on the allocation and/or exercise of stock options<br />

according to criteria of individual and collective performance in terms of<br />

completion of the company’s medium-term plan.<br />

In its 15 th resolution, the Joint General Meeting of May 4, 2006 authorized the<br />

Board of Directors to make grants of existing shares or shares to be issued<br />

to company employees or certain categories of employees and its related<br />

companies, in conformity with Article L. 225-197-2 of the Commercial Code.<br />

The total number of shares granted free of charge may not exceed 0.53% of<br />

the sum of shares making up the share capital at the date of the Meeting.<br />

< TABLE OF CONTENTS ><br />

The General Meeting rules on the defi nitive allocation of existing shares or<br />

shares to be issued according to criteria of individual and collective performance<br />

in terms of completion of the company’s medium-term plan.<br />

4.4.2.2 GENERAL GRANT POLICY<br />

APPOINTMENTS AND REMUNERATION COMMITTEE<br />

The Board of Directors approves the stock option plan on the basis of the report<br />

of the Appointments and Remuneration Committee. The Committee examines<br />

proposals from the President and CEO, to grant options to Group employees, in<br />

compliance with the general arrangements set by the Annual General Meeting.<br />

The President and CEO does not take part in the Committee’s proceedings<br />

when the matter under review concerns him personally.<br />

✦ Global Reporting Initiative (GRI) Directives <strong>Registration</strong> <strong>Document</strong> <strong>Renault</strong> <strong>2007</strong> 145<br />

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