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1.3 To our shareholders Corporate governance report report Executive Board compensation 2010/2011 in €'000s Fixed salary Annual income Addi- tional benefits Total Executive Board compensation granted in 2010/2011 The following table shows details of compensation and pensions for individual Executive Board members in fiscal year 2010/2011. The prior-year figures are shown in square brackets: Performance bonus (75%) Stock appreciation rights granted in fiscal year from 25% of performance bonus Stock appreciation rights granted in fiscal year from 55% of additional bonus LTI rights granted in fiscal year (prior year: MTI) Pensions Addi- tional bonus (45%) Number Value 3) Number Value 3) Number Value 3) Total Expense/ (income) from share- based compensation in the fiscal year Annual pension when payable Service costs recorded in the fiscal year *) Dr.-Ing. Heinrich Hiesinger 1,207 26 779 219 10,262 190 10,557 196 31,722 903 3,520 661 670 1,183 1,191 1) Chairman (from Jan. 21, 2011) Vice Chairman (from Oct. 01, 2010 to Jan. 20, 2011) Dr.-Ing. Ekkehard D. Schulz [—] [—] (—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] 342 79 218 61 2,872 53 2,955 55 8,907 254 1,062 152 0 — 11,447 2) Chairman (until Jan. 21, 2011) [966] [130] [611] [532] [8,964] [210] [28,626] [671] [10,172] [229] [3,349] [1,019] [0] [—] [13,250] Dr. Olaf 670 41 433 121 5,697 106 5,861 109 17,612 502 1,982 347 335 379 4,220 Berlien [585] [94] [370] [322] [5,433] [127] [17,349] [407] [6,165] [139] [2,044] [617] [293] [245] [4,683] Dr. Jürgen Claassen 465 16 300 84 3,956 73 4,078 76 12,230 348 1,362 323 201 422 1,423 (from Jan. 21, 2011) [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] 670 43 433 121 5,697 106 5,861 109 17,612 502 1,984 347 335 509 5,487 Edwin Eichler [585] [79] [370] [322] [5,433] [127] [17,349] [407] [6,165] [139] [2,029] [617] [293] [348] [5,707] Dr. Alan Hippe 335 14 216 61 2,848 53 2,930 54 8,806 251 984 164 — — — (until Mar. 31, 2011) [585] [99] [370] [322] [5,433] [127] [17,349] [407] [6,165] [139] [2,049] [617] [176] [302] [681] Guido Kerkhoff 335 11 216 61 2,848 53 2,930 54 8,806 251 981 183 201 232 233 (from Apr. 01, 2011) [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] [—] 670 32 433 121 5,697 106 5,861 109 17,612 502 1,973 347 335 424 8,967 Ralph Labonte [585] [92] [370] [322] [5,433] [127] [17,349] [407] [6,165] [139] [2,042] [617] [293] [292] [8,783] 4,694 262 3,028 849 39,877 740 41,033 762 123,307 3,513 13,848 2,524 2,077 3,149 32,968 Total [3,306] [494] [2,091] [1,820] [30,696] [718] [98,022] [2,299] [34,832] [785] [11,513] [3,487] [1,055] [1,187] [33,104] 1) As Vice Chairman of the Executive Board Dr. Hiesinger received a supplement of 35%, as Chairman of the Executive Board 100%. 2) Supplement 65% 3) at grant date 4) Past service cost was not incurred in the 2010/2011 fiscal year The corresponding prior-year figures (in €'000s) for the Executive Board member Dr. Ulrich Middelmann who stepped down in fiscal 2009/2010 (date of departure: Jan. 21, 2010 ) are: Fixed salary: 226; additional benefits: 46; performance bonus: 142; additional bonus: 124; stock appreciation rights from performance bonus: 49; stock appreciation rights from additional bonus: 155; MTI rights: 54; total: 796; expense from share-based compensation: 237; service cost in reporting year: 0; present value 13,298. Guido Kerkhoff joined the Executive Board on April 01, 2011. In the reporting year, Mr. Kerkhoff received compensation of just under €1.4 million for the loss of share awards from Deutsche Telekom AG due to his move to ThyssenKrupp AG. 36 Present value of the obligation
To our shareholders 1.3 To our shareholders Corporate governance report The Mid-Term Incentive Plan encourages Alongside the Executive Board, further and rewards value-oriented executive executives receive part of their behavior. remuneration in the form of share-based compensation. 36 | 37 Total compensation paid to active members of the Executive Board for their work in fiscal year 2010/2011 amounted to €13.8 million (prior year: €12.3 million). The performance bonus is based on continuing operations. The impairment losses in the Steel Americas business area were not taken into consideration. Based on a contractual commitment that no longer applies to subsequently appointed Executive Board members, Prof. Dr.-Ing. Schulz will continue to receive a chauffeur-driven car and specific insurance benefits for a period of five years after entering into retirement on account of his having served on the Executive Board for over ten years; he is also entitled to an office with secretary for five years on account of his efforts for the Company; the present value of this is €935,000. The Company has recognized pension provisions for the future pension entitlements on the basis of IFRS. No further benefits have been promised to any Executive Board members in the event that they leave their post. In the reporting year, no members of the Executive Board received benefits or corresponding promises from third parties in connection with their Executive Board positions. As in previous years, no loans or advance payments were granted to members of the Executive Board, nor were any guarantees or other commitments entered into in their favor. The 6th installment of the MTI, which became due in the past fiscal year, resulted in no payment due to the sharp drop in TKVA in 2009/2010. In January 2011 the Executive Board members were granted new stock rights under the 1st installment of the LTI. Under the 7th to 8th installments of the MTI and the 1st installment of the LTI the Executive Board members have a total of 245,331 stock rights which have been awarded but are not yet payable. Total compensation paid to former members of the Executive Board and their surviving dependants amounted to €14.6 million (prior year: €14.5 million). In accordance with IFRS an amount of €192.7 million (prior year: €190.6 million) was accrued for pension obligations benefiting former Executive Board members and their surviving dependants. Share-based compensation for further executives Alongside the Executive Board, further selected executives of the Group receive part of their remuneration in the form of share-based compensation. This relates to the MTI and also to a program for the purchase of ThyssenKrupp shares at a discount. The aim of the MTI is to encourage and reward value-oriented executive behavior based on the Group’s goals, and also to help strengthen ties with the Group. Beginning with the 2nd installment of the MTI, issued in 2004, the group of employees eligible to receive stock rights was expanded on modified terms to include the executive board members of the then segment holding companies and other selected executives. Today the participants in the plan include the members of the business area management boards as well as management board members and selected executives of large Group companies. The MTI for this group of persons resulted in expense of €3.0 million in the reporting year (prior year: expense of €4.0 million). In addition, the 2009/10 discount share purchase plan for selected executives of the Group in Germany who are not beneficiaries of the MTI ended in the 2nd quarter of the reporting year. On expiration of the performance period, beneficiaries were offered the opportunity to purchase ThyssenKrupp shares up to a fixed euro amount at a discount, which was paid by the employer. The remaining amount was paid by the participants as their contribution. The discount amount depended on the (Group) TKVA over the performance period and came to 76%. The shares purchased under the program have a three-year lock-up period. The program resulted in an expense of €8.6 million (prior year: €0.9 million).
Page 1: Annual Report 2010/2011 At the cent
Page 4 and 5: Our mission statement We are Thysse
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4.8 Additional information Contact
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