2013-vinci-annual-report

The total amount of Directors’ fees payable by VINCI in respect of 2013 was €790,000.
The table below summarises the Directors’ fees and other remuneration received in 2012 and 2013 by non-executive company officers of
VINCI.
Directors’ fees and other remuneration received by non-executive company officers
(in €)
152 VINCI 2013 ANNUAL REPORT
Amount paid in 2012 (*) Amount paid in 2013 (*)
By companies
controlled by VINCI
By companies
controlled by VINCI
By VINCI
By VINCI
Serving Directors
Yves-Thibault de Silguy (1) 190,000 – 190,000 –
Nasser Hassan Faraj Al Ansari (2) – – – –
Yannick Assouad – – 10,417 –
Élisabeth Boyer (3) 50,000 – 50,000 –
Robert Castaigne 57,083 – 65,000 –
Dominique Ferrero 50,000 – 45,000 –
Graziella Gavezotti – 10,417
Jean-Pierre Lamoure (4) 50,000 216,060 50,000 –
Jean-Bernard Lévy 60,000 – 65,000 –
Michael Pragnell 55,000 – 55,000 –
Henri Saint Olive 65,000 – 65,000 –
Pascale Sourisse 55,000 – 55,000 –
Former Directors
Yousuf Ahmad Al Hammadi (5) 42,500 – 15,833 –
Dominique Bazy (6) 39,583 – –
François David (7) 50,000 – 32,083
Patrick Faure (7) 50,000 7,500 34,583 2,500
Abdul Hamid Janahi (8) 29,167
Total Directors’ fees and other remuneration 814,166 223,560 772,500 2,500
(*) Amount before withholding tax in accordance with applicable legislation.
(1) Yves-Thibault de Silguy’s remuneration package from the time of his appointment as Vice-Chairman and Senior Director on 6 May 2010 is described in paragraph 4.2.1 above. It should be
noted that (a) Mr de Silguy is entitled to receive a non-externalised pension benefit, payable in the amount of €388,140 for 2012 and in the amount of €391,798 for 2013 and that (b)
the Company entered into a services agreement on 3 March 2010 with YTSeuropaconsultants, of which Mr de Silguy is sole partner, authorised by the Board of Directors and approved by the
Shareholders’ General Meeting of 6 May 2010. This agreement covers the responsibilities described on page 133. Under this agreement, YTSeuropaconsultants received from VINCI a total
payment of €330,000 excluding VAT for each of the financial years 2012 and 2013. The amounts mentioned in points (a) and (b) are not included in the table above.
(2) Mr Nasser Hassan Faraj Al Ansari has been the permanent representative of Qatari Diar Real Estate Investment Company since 14 November 2013, replacing Mr Abdul Hamid Janahi.
(3) The salary received by Mrs Boyer, who is currently the Director representing employee shareholders, is not included in the table above.
(4) In 2012, Jean-Pierre Lamoure received remuneration of €216,060 in respect of his appointment as Chairman of the Board of Directors of Soletanche Freyssinet. He also received benefits
in kind of €2,129 in 2012 (company car). Due to the fact that Mr Lamoure’s term as Chairman of the Board of Directors of Soletanche Freyssinet expired in 2012, he received no payment in this
respect nor any benefits in kind in 2013.
(5) The total amount paid in 2013 covers the period from 1 July 2012 until the change in the permanent representative of Qatari Diar Real Estate Investment Company effective 29 November 2012.
(6) The total amount paid in 2012 covers the period from 1 July 2011 until the expiry of Dominique Bazy’s term of office on 12 April 2012.
(7) The total amount paid in 2013 covers the period from 1 July 2012 until the expiry of the terms of office of François David and Patrick Faure on 16 April 2013.
(8) Total amount paid in 2013 covering the period from 29 November 2012 to 30 June 2013.
5. Options and performance shares
5.1 Policy on granting of options or performance shares
Two authorisations given to VINCI’s Board of Directors remained valid in 2013: one conferred by the Shareholders’ General Meeting of
2 May 2011 to grant share subscription options (in accordance with Article L.225-177 of the French Commercial Code) and another conferred
by the Shareholders’ General Meeting of 12 April 2012 to grant bonus shares (in accordance with Article L.225-197 of the French Commercial
Code).
In 2013, an incentive plan was set up exclusively for the granting of performance shares in accordance with Article L.225-197 of the French
Commercial Code.
Starting from 2014, the Board of Directors has decided to cease setting up these types of plan, but to continue granting deferred benefits
to some of the Group’s executive company officers (about 330 individuals) and employees (about 1,800 individuals) in order to ensure their
long-term commitment while allowing them to share in the Group’s performance. These benefits consist of an allocation split between a
cash amount and a number of shares in the Company, the latter granted under conditions based on common law and which will only vest if
certain performance criteria are met and provided that their beneficiaries remain with the Group.