2012 Annual Report - Italcementi Group

2012 Annual Report
Presentation 4
General information 14
Annual Report Consolidated Annual Report Directors’ report 146
Sustainability disclosure Italcementi S.p.A. Annual Report Separate financial statements 241
Extraordinary session 351
ii) identifying the individual Beneficiaries for each Cycle as well as deciding the number of Rights to
participate in the long-term monetary incentive plan linked to the appreciation of Shares, granted to
each Beneficiary;
iii) approving for each Beneficiary the individual Targets for each Cycle, whose failure to achieve will be
an express termination condition of the Rights granted to participate in the long-term monetary
incentive plan linked to the appreciation of Shares made in favor of the same Beneficiary within the
Cycle, with the consequent forfeiture of the right to obtain the cash bonus linked to the same rights;
iv) assessing the degree of achievement of the Targets by each Beneficiary;
v) deciding the date of commencement of the Availability Period.
The management of the Plan is carried out by the Company’s Human Resources and Organizational
Development Department in accordance with the provisions of the Regulations.
c) Beneficiaries of the Plan
Beneficiaries of the plan are the Company’s employees identified by the Chief Executive Officer, to
whom Rights are granted to participate in the long-term monetary incentive plan linked to the
appreciation of Shares.
d) Term and Availability Restrictions on the Shares and on the Granted Option Rights
The term of the Plan is of three three-year Cycles from 2008 to 2016.
The end of the Plan is set for late 2017 (the first year following the end of the last three-year Cycle).
The Chief Executive Officer, under the Plan, decides the number of rights to participate in the Plan to
be granted to each of the beneficiaries on the basis of an overall evaluation, which, taking into account
the Company’s general performance as an essential prerequisite, and the strategic and organizational
position of the role of each beneficiary in order to pursue the Company’s strategic targets, will regard:
i) the Company’s performance achieved in the period,
ii) the Beneficiary’s organizational level in the Company’s structure,
iii) consistency with the principles of overall remuneration underlining the Company’s remuneration
policy.
The accrual of the rights granted to each beneficiary is subject to the achievement of the targets linked
to the financial position and results of operations and other individual targets specifically assigned.
The Chief Executive Officer, with the support of the Human Resources and Organizational
Development Department, is in charge of the verification and evaluation, during each cycle, of the
degree of achievement of the targets, accordingly defining the amount of rights to participate in the plan
previously granted to each beneficiary.
e) Procedures for the Value of Rights determination and Clauses for the Plan Implementation
The Plan provides for the offer, free-of-charge and reserved to the beneficiaries, of rights to participate
in the Plan which, once they reach maturity in accordance with the requirements and conditions laid
down by the Regulations, will enable the beneficiaries to obtain payment of a cash bonus equal to the
value of the shares as resulting from the arithmetic average of official prices of the same on the stock
exchange market managed by Borsa Italiana (i.e. the Italian stock exchange market) within the thirty
calendar days preceding the date of payment.
The rights to participate in the Plan are nominative and non-transferable.
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