Annual Report 2012 - Swiss Life

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In CHF million 2012 2011 232 Swiss Life Holding Financial Statements STATEMENT OF CHANGES IN EQUITY FOR THE YEARS ENDED 31 DECEMBER Share capital Balance as at 1 January 164 308 Reduction in par value – –144 Total share capital 164 164 Legal reserves General reserves Balance as at 1 January 32 1 139 Allocation to capital contribution reserve – –1 107 Total general reserves 32 32 Reserve for treasury shares Balance as at 1 January 26 19 Allocation to reserve for treasury shares –8 7 Total reserve for treasury shares 17 26 Capital contribution reserve Balance as at 1 January 1 533 – Allocation to capital contribution reserve – 1 533 Distribution of profit from the capital contribution reserve –144 – Total capital contribution reserve 1 389 1 533 Total legal reserves 1 439 1 591 Free reserves Balance as at 1 January 2 753 2 986 Allocation to free reserves 240 200 Reserve for treasury shares 8 –7 Allocation to capital contribution reserve – –426 Total free reserves 3 002 2 753 Profit shown in the balance sheet Balance as at 1 January 242 204 Allocation to free reserves –240 –200 Net profit 106 238 Total profit shown in the balance sheet 107 242 Total equity 4 712 4 750 RISK assessment For information on risk assessment, please refer to Note 5 of the Swiss Life Group’s Consolidated Financial Statements. Swiss Life – Annual Report 2012
233 Swiss Life Holding Financial Statements DISCLOSURE OF COMPENSATION TO THE BOARD OF DIRECTORS AND THE CORPORATE EXECUTIVE BOARD IN ACCORDANCE WITH THE SWISS CODE OF OBLIGATIONS (co) ART. 663B BIS AND ART. 663C COMPENSATION IN 2012 The specifications below take into consideration the transparency regulations relating to compensation set out in the Swiss Code of Obligations Art. 663b bis and Art. 663c and the directives on information relating to corporate governance issued by the SIX Swiss Exchange as well as Circular 2010/1 of the Swiss Financial Market Supervisory Authority FINMA on minimum standards for remuneration schemes of financial institutions. Further information on compensation and benefit expenditure can be found in the Corporate Governance section on pages 48 to 59 and in the Consolidated Financial Statements (Notes 24 and 32) on pages 196 to 200 and 211. The description of the compensation received by the members of the Board of Directors and the Corporate Executive Board and the tables showing the relevant amounts are based on those of previous years. The variable cash compensation to the Corporate Executive Board members (cash bonus and deferred compensation in cash) for the 2012 financial year, which was determined by the Board of Directors at the beginning of 2013, is published in the compensation tables on an accrual basis as compensation for the 2012 financial year. The members of the Board of Directors are granted exclusively fixed compensation, payable 70% in cash and 30% in Swiss Life Holding shares; the allocated shares are subject to a three-year blocking period. The compensation received by each member of the Board of Directors and the compensation received by the Chairman of the Corporate Executive Board (Group CEO), who received the highest compensation of the members of the Corporate Executive Board during the period under review, is disclosed individually. COMPENSATION POLICY PRINCIPLES The Board of Directors as a whole is responsible for establishing guidelines on the Group’s compensation policy (incl. variable compensation and equity compensation plans) and on employee benefit institutions. The compensation policy underpins the performance culture required by the corporate strategy and forms part of the HR policy. The aim is to retain well-qualified employees and gain new, highly skilled staff. The compensation system is in line with the market environment and must be competitive. The individual overall compensation takes into account the employee’s professional skills, engagement and personal performance. It is made up of the basic salary, a variable bonus based on achievement of the annual objectives, which is generally paid in cash and possibly in shares, if applicable deferred compensation in cash and a mid- to long-term equity compensation plan, as well as contributions for occupational provisions and risk insurance. The salary is determined according to the employee’s function and skill set, and is annually reassessed and adjusted if appropriate. Salary comparison studies and recognised job evaluation systems are used to check appropriateness and to ensure internal and external comparability. Swiss Life – Annual Report 2012
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Swiss Life Group annual report 2012
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4 Facts & Figures The Swiss Life
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6 Shareholder’s Letter Dear Share
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8 Summary of Group results Summary
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Amounts in CHF million 2012 2011 +/
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12 Segment Reporting Segment Report
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14 Segment Reporting New products l
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36 Corporate Governance HENRY PETER
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42 Corporate Governance Management
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44 Corporate Governance MEMBERS OF
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52 Corporate Governance COMPENSATIO
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54 Corporate Governance In the same
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56 Corporate Governance The number
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58 Corporate Governance HIGHEST TOT
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60 Corporate Governance Shareholder
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62 Corporate Governance SUPERVISORY
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64 Risk Management Risk Management
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66 Market Consistent Embedded Value
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104 Consolidated Financial Statemen
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In CHF million 31.12.2012 31.12.201
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In CHF million 2012 2011 180 Consol
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Annual Report 2012 - Swiss Life

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