Financial Report and Registration Document 2010 - Groupe Seb

5 AUDITORS’
ANNUAL GENERAL MEETING
SPECIAL REPORT ON REGULATED AGREEMENTS AND COMMITMENTS WITH THIRD PARTIES
if the average percentage achieved is between 50% and 100%, termination
benefits shall range from 75% to 100% of the base used for calculation,
determined on a straight-line basis;
if the average percentage achieved is higher than 100%, termination
benefits shall equal 100% of the base used for calculation.
The Board of Directors retains the right to reduce, by a maximum of one-half,
such termination benefits if the previous year-end net result is a net loss,
without such benefits falling below the fixed compensation plus bonuses
of the previous year-end, if applying the performance criteria based on
achieving the objectives entitles Mr. Thierry de La Tour d’Artaise to receive
termination benefits.
3. Nature and purpose: Individual life insurance plan in favor of Mr. Thierry
de La Tour d’Artaise, Chairman of SEB S.A..
Terms and conditions: In addition to senior management’s Group death,
disability and related benefit insurance plan, Mr. Thierry de La Tour d’Artaise
is the beneficiary of an individual life insurance policy with a capital totaling
€3,512,830. The expense recorded over the year ended 31 December 2010
totals €40,875.
4. Nature and purpose: Supplementary and top-up retirement plan.
Terms and conditions: As all other members of the Executive and
Management Committees, Mr. Thierry de La Tour d’Artaise is entitled to a
supplementary and top-up retirement plan guaranteeing annuities equivalent
to a 41% compensation replacement rate, including the benefits of statutory
retirement plans. The reference salary, which is used as the basis for
calculating the retirement benefits, is limited to 36 times the French Social
Security ceiling prevailing at the date of calculation. Guaranteed payment
is subject to the following conditions:
Mr. Thierry de La Tour d’Artaise must be at least 60 years of age, having
defi nitively stopped working and having obtained the calculation of the
supplementary and mandatory AGIRC and ARCCO (management) retirement
entitlements.
Mr. Thierry de La Tour d’Artaise shall only receive the guaranteed rate upon
leaving the Group to claim his retirement benefi ts. However, he shall be
entitled to benefits in the event his employment contract is terminated after
he is 55, if he subsequently stops working.
Mr. Thierry de La Tour d’Artaise must have sat on the Executive or the
Management Committee for 8 years. The maximum duration of the vesting
period is 20 years.
The supplementary and top-up plan actuarial expenses relating to Mr. Thierry
de La Tour d’Artaise and recorded in the financial statements of SEB S.A.
for the year ended 31 December 2010 total €629,732 plus a €461,067
amortization charge.
PricewaterhouseCoopers Audit
Bernard RASCLE
Lyon and Villeurbanne, 21 March 2011
The Statutory Auditors
Deloitte & Associés
Dominique VALETTE
This is a free translation into English of the Statutory Auditors’ special report on regulated agreements and commitments with third parties that is issued in
the French language and is provided solely for the convenience of English speaking readers. This report on regulated agreements and commitments should
be read in conjunction and construed in accordance with French law and professional auditing standards applicable in France. It should be understood that
the agreements reported on are only those provided by the French Commercial Code and that the report does not apply to those related party transactions
described in IAS 24 or other equivalent accounting standards.
140 FINANCIAL REPORT AND REGISTRATION DOCUMENT 2010 GROUPE SEB