Annual Report 2008 - Securitas

are transferred from the individual’s total remuneration and paid by the
company during the term of employment. variable remuneration shall in
principle not be pension qualifying income.
Other benefits, such as company car, special health insurance or occupational
health service shall be provided to the extent this is considered
customary for management employees holding equivalent positions on the
employment market where the management employee is active.
At dismissal, the notice period for all management employees shall
amount to a maximum of 12 months with a right to redundancy payment
after the end of the notice period, equivalent to a maximum of 100 percent
of the fixed salary for a period not exceeding 12 months. At resignation
by a management employee, the notice period shall amount to a maximum
of six months.
These guidelines shall apply to individuals who are included in the Group
Management during the term of application of these guidelines. The guidelines
shall apply to agreements entered into after the adoption by the Annual
General Meeting, and to changes made in existing agreements after this
date. The Board shall be entitled to deviate from the guidelines in individual
cases if there are particular grounds for such deviation.
The Board of Directors proposal to the Annual General Meeting in May
2009 on guidelines for remuneration to the Board of Directors and senior
management regarding 2009, are presented in the report of the Board of
Directors – Financial overview, in this Annual report.
Planning and decision-making process
The Board’s remuneration committee deals with all the above matters
regarding the President and cEO and other members of Group Management,
as well as other management levels if the committee so decides.
The committee presents its proposals to the Board of Directors, which
takes all decisions. The members of the remuneration committee are
Melker Schörling (chairman) and Berthold Lindqvist. The committee held
three meetings in 2008.
Board of Directors
For the 2008 financial year, the Chairman Melker Schörling received a
director’s and committee work fee of MSEK 1.1. The other Directors received
an aggregate director’s and committee work fee of MSEK 4.3. The remuneration
for each member of the Board of Directors is disclosed in the tables on
page 86. The Board of Directors is not entitled to any other compensation
except for travel and lodging expenses.
President and Chief Executive Officer
The President and CEO Alf Göransson, received in the financial year 2008,
a fixed salary amounting to MSEK 10.8 and salary benefits of MSEK 0.1.
The variable compensation relating to the 2008 performance amounted
to MSEK 5.2 and will be paid in 2009.
The President and CEO has a defined contribution pension plan up to
30 percent of his annual fixed salary. The retirement age for the President and
cEO is 65. In 2008 the pension costs for the President and cEO amounted
to MSEK 3.2. No pension benefit is conditioned by future employment.
Upon dismissal, the notice period for the President and cEO amount to
12 months with a right to a severance pay after the end of the notice period,
equivalent to 12 months fixed salary.
Other members of Group Management
The other ten members of Group Management are; the Divisional Presidents
Santiago Galaz (Security Services North America), Bart Adam (Security
Services Europe), Morten rønning (Mobile), Lucien Meeus (Monitoring),
william Barthelemy (cOO Security Services North America), Erik-Jan Jansen
(cOO Security Services Europe), Olof Bengtsson (Senior vice President
corporate Finance), Bengt Gustafson (Senior vice President chief Legal
counsel), Gisela Lindstrand (Senior vice President corporate communications
and Public Affairs) and Jan Lindström (Senior Vice President Finance).
In the 2008 financial year their aggregate fixed salaries amounted to
MSEK 34.5 and other salary benefits to MSEK 2.1. For Erik-Jan Jansen, who
joined the Group Management on 1 May, 2008, the compensation relates
Annual report
Notes and comments to the consolidated financial statements
as from this date. The aggregate short-term variable compensation relating
to the 2008 performance amounted to MSEK 18.7. This will be paid in 2009.
These ten members of Group Management have individual pension
plans. The retirement age varies from country to country and pension plan.
The retirement age is 65–67 years for seven members and for three members,
no retirement age is specified.
As described under Principles above, members can allocate part of their
remuneration to a defined contribution pension plan. All members have defined
contribution pension plans for which pension premiums are allocated
from the member’s total remuneration and paid by the company during the
term of employment. These premiums may vary but are limited to amounts
deductible for tax purposes by the company. In 2008 the pension costs for
these members of Group Management amounted to MSEK 4.8. No pension
benefits are conditioned by future employment.
Three members have a Swedish defined benefit pension plan (ITP), but
can also allocate part of their remuneration to a defined contribution plan.
The Swedish defined benefit plan guarantees a lifetime pension from the
age of 65. The pension compensation corresponds to a certain percentage
of the final salary, the maximum pensionable income is MSEK 1.4 per
employee. This pension benefit is funded through annual premiums paid
by the company during the term of employment, and the pension cost for
these three members in 2008 was MSEK 0.9 (included in the above stated
total pension cost for the Group Management).
One member has a Norwegian defined benefit pension plan, but may
also allocate part of the remuneration to a defined contribution plan. The
Norwegian defined benefit plan guarantees a lifetime pension from the age
of 67. The pension compensation corresponds to a certain percentage of
the final salary, and the maximum pensionable income is MSEK 1.0. This
pension benefit is funded through annual premiums paid by the company
during the term of employment, and the pension cost in 2008 was MSEK 0.1
(included in the above stated total pension cost for the Group Management).
The provision for the defined benefit plan for the member was net MSEK
0.8 as per December 31, 2008.
One member has a Dutch defined benefit pension plan. The Dutch
defined benefit plan guarantees a lifetime pension from the age of 65. The
pension compensation corresponds to a certain percentage of the final
salary, and the maximum pensionable income corresponds to MSEK 1.9.
This pension benefit is funded through annual premiums paid by the
company during the term of employment, and the pension cost in 2008
was MSEK 0.1 (included in the above stated total pension cost for the
Group Management). The provision for the defined benefit plan for the
member was net MSEK 1.5 as per December 31, 2008.
Upon dismissal, the notice period and a right to a severance pay after the
end of the notice period, is equivalent to a maximum of 24 months fixed
salary, for the other members of Group Management.
compensation to a previous member of the Group Management, who
resigned on April 30, 2008, amounted to MSEK 2.4 in fixed salary and
benefits, and MSEK 0.7 in variable compensation and MSEK 0.2 in pension
costs.
Long-term incentive
There is no long-term incentive program in place for the President and cEO
or for five other members of the Group Management.
For five other members of the Group Management long-term incentive
plans exist in which the maximum bonus is limited to 50–100 per cent of
the fixed base salary. The bonus is based on the earnings development
and other key ratios in the divisions for which the members are responsible.
The long-term bonus plans are provided for during the performance year
and paid out over the three following years. At resignation by a management
employee, any unpaid long-term bonus will stay with the company.
The 2008 provision for long-term bonus plans amounted to MSEK 8.2.
The accumulated provision for these plans amounted to MSEK 12.1 as
per December 31, 2008.
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