pdf (2.5 MB) - METRO Group

METRO GROUP : ANNUAL REPORT 2010 : BUSINESS
→ NOTES : OThER NOTES
46. Other legal issues
Status of appraisal processes
The share exchange ratio set for the incorporation of Asko
deutsche Kaufhaus AG and deutsche SB-Kauf AG into
METRO AG in 1996 is undergoing judicial review in appraisal
processes initiated by former shareholders. The petitioners
maintain that the exchange ratio was set too low, putting
them at a disadvantage.
These two legal challenges are pending in district courts
located in Saarbrücken and frankfurt am Main.
Investigations by the Federal Cartel Office
On 14 January 2010, the federal Cartel Office searched
former business premises of MGB METRO Group Buying
Gmbh. The federal Cartel Office’s investigations are ongoing;
to date, the authority has raised no concrete and individualised
allegations against MGB METRO Group Buying
Gmbh or any other METRO GROuP company. As a result, the
Company is unable to comment on the possible impact of
these investigations on the consolidated financial statements
of METRO AG at this point in time.
47. Events after the closing date
No events that are of material importance to an assessment
of the earnings, financial and asset position of METRO AG
and METRO GROuP occurred between the closing date
(31 december 2010) and the date of presentation of the
accounts (28 february 2011).
48. Notes on related parties
In 2010, METRO GROuP maintained the following business
relations to related companies:
€ million 2010 2009
Goods/services provided 3 3
Goods/services received 108 110
Receivables from goods/services provided 1 16
liabilities from goods/services received 0 1
In the financial year 2010, METRO GROuP companies provided
goods/services totalling €3 million to companies
included in the group of related companies. This concerns
primarily the granting of lease rights.
→ p. 209
The goods/services totalling €108 million that METRO GROuP
companies received from related companies in the financial
year 2010 consist primarily of property leases.
The basic principles of the remuneration system and the
amount of Management and Supervisory Board compensation
are included in the remuneration report, which is part
of the management report.
Business relations with related companies are based on
contractual agreements providing for arm’s length prices.
As in 2009, METRO GROuP had no business relations with
related natural persons in the financial year 2010.
49. Share-based compensation for executives
METRO AG has been implementing share-based remuneration
programmes since 1999 to enable executives to participate
in the Company’s value development and reward
their contribution to the sustained success of METRO GROuP
compared with its competitors. The members of the Management
Board and other executives of METRO AG as well
as managing directors and executives of the other operating
METRO GROuP companies are eligible.
Share bonus programme (2004–2008)
The final tranche of the Share bonus programme, which
METRO AG introduced in 2004, was granted in 2008. The
programme entitles executives to cash bonuses whose size
depends on the performance of the Metro share and the
parallel consideration of benchmark indices. The programme
is divided into a tranche for each year, with the
target parameters being calculated separately for each
tranche. The full share bonus is paid out when the target
share price and a so-called equal performance of the share
with benchmark indices are attained. The maturity of each
tranche is three years. The conditions of the tranches for
2004 to 2008 are shown in the following table:
Tranche Due Basis price Target price
Total target
bonus
2004 July 2007 €37.14 €42.71 Paid
2005 July 2008 €41.60 €47.84 Expired
2006 July 2009 €43.15 €49.62 Expired
2007 July 2010 €61.61 €70.85 Expired
2008 July 2011 €41.92 €48.21 €16,695,000