Remuneration Principles for Board Members and ... - Affitech

(i) Performance based cash bonus
The performance based cash bonus scheme is based on achievement of group or individual
management objectives, set at the beginning of each calendar year and assessed at the end of
each year by the Remuneration Committee. The potential maximum bonus payable is defined
for each executive as a percentage of annual base salary. No bonus paid shall exceed 50% of
annual base salary.
In addition, the board of directors may enter into other kinds of cash bonus plans with the
members of the executive management under which a bonus will be payable upon the
occurrence of a specific event. The cash bonus for each such bonus plan shall not exceed an
amount equivalent to six months’ fixed salary.
(ii) Long‐term Incentive Programmes based on equity participation
Long‐term incentives may involve the issue of one or more grants of warrants to subscribe for
the company’s shares at an exercise price established at the date of grant. Warrant grants are
normally structured to provide an incentive for recruitment, performance and retention. The
initial grant on recruitment may be followed by further grants from time to time. The size and
number of such grants is at the discretion of the board and subject to shareholder approvals. A
provision may be included in the terms of the warrants to the effect that they can be exercised
to subscribe for shares six months after grant, at the earliest, and five years after grant, at the
latest. The exercise price must, as a minimum, be equivalent to the average market price of the
company’s shares on the date of grant, however not less than par. It may be resolved to make
the exercise price subject to annual indexation until exercise takes place.
The board of directors may change or phase out one or more incentive plans introduced
pursuant to these guidelines. In the evaluation of whether this should be done, the criteria that
formed the basis of the establishment of the plan will be taken into account. However, such
changes can only be made within the framework of these guidelines. More extensive changes
must be approved by the shareholders and will be described in an updated version of these
guidelines.
e. Pension
The company’s contribution to pension may vary from 6% to 30% of the fixed base salary.
f. Other benefits
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