pdf (2.5 MB) - METRO Group
pdf (2.5 MB) - METRO Group
pdf (2.5 MB) - METRO Group
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<strong>METRO</strong> GROUP : ANNUAL REPORT 2010 : BUSINESS<br />
→ GROUP MANAGEMENT REPORT : 8. REMUNERATION REPORT<br />
be capped at the amount of the gross annual fixed salary by<br />
resolution of the Supervisory Board of <strong>METRO</strong> AG.<br />
Performance share plan 2009–2013<br />
By resolution of the Personnel Committee of the Supervisory<br />
Board and with the approval of the Supervisory Board,<br />
<strong>METRO</strong> AG introduced a five-year performance share plan<br />
in 2009. A target value was set for each member of the Management<br />
Board. For each tranche, this amounts to €0.6 million<br />
for the Board Chairman and €0.5 million for the other<br />
members of the Management Board. To determine the target<br />
number of performance shares, the target value is divided<br />
by the share price upon allotment. The key factor is the average<br />
price of the Metro share during the three months leading<br />
up to the allotment date. A performance share entitles its<br />
holder to a cash payment matching the price of the Metro<br />
share on the payment date. here, too, the determining factor<br />
is the average price of the Metro share during the three<br />
months leading up to the allotment date.<br />
Based on the relative performance of the Metro share compared<br />
to the median of the dAX 30 and dow Jones Euro Stoxx<br />
Retail indices – total return – the final number of payable<br />
performance shares is determined after the end of a performance<br />
period of at least three and at most 4.25 years. It<br />
corresponds to the target number of shares when an equal<br />
performance with said stock market indices is achieved. Up<br />
to an outperformance of 60 percent, the number increases<br />
on a straight-line basis to a maximum of 200 percent of the<br />
target amount. Up to an underperformance of 30 percent,<br />
the number is accordingly reduced to a minimum of 50 percent.<br />
In the case of an underperformance of more than<br />
30 percent, the number is reduced to 0.<br />
Payment can be made at six possible times. The earliest payment<br />
date is three years after allotment of the performance<br />
shares. From this time, payment can be made every three<br />
months. The members of the Management Board can choose<br />
the date upon which their performance shares are paid out.<br />
An allotment with multiple payout dates is not permitted.<br />
The payout cap amounts to five times the target value. As a<br />
result, it totals €3 million for the Chairman of the Management<br />
Board and €<strong>2.5</strong> million for the other members of the<br />
Management Board.<br />
when the performance share plan was introduced, share<br />
ownership guidelines also went into effect: as a precondition<br />
for the payout of performance shares, the members of the<br />
→ p. 111<br />
Management Board are obliged to undertake a significant continuous<br />
self-financed investment in Metro shares up to the end<br />
of the three-year blocking period. This ensures that, as shareholders,<br />
they will directly participate in share price gains as<br />
well as potential losses of the Metro share. Their investment<br />
in company shares promotes the long-term structure and<br />
orientation towards sustainable development of the remuneration<br />
system and results in a healthy balance of the various<br />
remuneration elements. The size of the self-financed investment<br />
applies to the entire term of the performance share<br />
plan. The required investment amounts to €0.5 million for the<br />
Chairman of the Management Board and €0.4 million for other<br />
members of the Management Board.<br />
Pension provisions<br />
In 2009, company pension provisions were introduced for<br />
members of the Management Board. These provisions consist<br />
of direct benefits with defined-contribution and performance-based<br />
components.<br />
The defined-contribution component is financed by the Management<br />
Board and the Company based on an apportionment<br />
of “7 + 7 + 7”. when a member of the Management Board<br />
makes a contribution of 7 percent of his or her defined basis<br />
for assessment, the Company will contribute the same<br />
amount. depending on the economic situation, the Company<br />
will pay the same amount again. In view of the macroeconomic<br />
envir-onment, the additional amount was again suspended in<br />
the reporting year. The Company’s contribution for each<br />
member of the Management Board was capped at €0.1 million<br />
per year. The performance-based component is congruently<br />
reinsured by hamburger Pensionsrückdeckungskasse vvaG<br />
(hPR). The interest rate for the contributions is paid in accordance<br />
with the profit-sharing system of the hPR with a guarantee<br />
applying to the paid-in contribution. when a member of<br />
the Management Board leaves the Company before retirement<br />
age, the contributions retain the level they have reached.<br />
An entitlement to pension benefits exists<br />
→ if the working relationship ends with or after the reaching<br />
of standard retirement age as it applies to the German<br />
state pension scheme,<br />
→ as early retirement benefits, if the working relationship<br />
ends at the age of 60 or afterwards and before the standard<br />
retirement age,<br />
→ as disability benefits, if the working relationship ends<br />
before the standard retirement age is reached and preconditions<br />
have been fulfilled,
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