Annual report 2005 - Dexia.com

Annual Report 2005Compensation paid by Dexia SAto its directors in 2005In 2002, Dexia SA’s Ordinary Shareholders’Meeting approved a resolution to grant amaximum annual directors’ compensation ofEUR 700,000. This meeting also authorizedthe Board to determine the practicalprocedures and individual allocation of thiscompensation.At its meeting on May 23, 2002, theBoard of Directors decided to granteach director a fixed compensation ofEUR 20,000 (EUR 5,000 per quarter – fixedcompensation), and directors’ fees (variablecompensation) of EUR 2,000 per Boardmeeting or specialized committee meeting.Directors who have been in office for lessthan one full year shall earn a proportionof this fixed fee based on the number ofquarters during which they have effectivelybeen in office.The Board of Directors, at its May 26, 2005meeting, decided that Dexia SA would pay forthe non-refundable social contributions paid.A detailed description is given in the AnnualReport - Accounts and Reports on page 29.The Chairman of the Board of Directors,François Narmon, did not receive anycompensation for his position as directorin 2005. However, at its meeting onMarch 13, 2000, the CompensationCommittee proposed a fixed annual feeto the Chairman, for the full period of histerm, as well as options granted annually.This proposition, which was approved bythe Board of Directors on March 14, 2000,was taken in view of the pre-eminent roleplayed by François Narmon in promotingand representing the Group. To that effect,François Narmon will receive an amount ofEUR 707,000 for the period running fromJanuary 1, 2005 to May 10, 2006. Moreover,in 2005 Dexia Bank paid a premium ofEUR 75,323 on a death insurance contractconcluded by Dexia Bank in favor of thebeneficiaries of François Narmon.The Chief Executive Officer does not receiveany fee for his position as director. However,he was remunerated for his responsibilities asChief Executive Officer and Chairman of theManagement Board (see hereafter).113