ANNUAL REPORT INTRUM JUSTITIA A N N U A L R EP O R T 2 0 ...

SEK
Base
salary/fee
Variable
comp-
ensation
Other
benefits
Pension
costs
Sharebased
payment
Other
compensation
Board of Directors
Lars Lundquist, Chairman 830,000 (1) – – – – – 830,000
Joakim Rubin 406,250 (1) – – – – – 406,250
Matts Ekman 407,500 (1) – – – – – 407,500
Lars Förberg 300,000 (1) – – – – – 300,000
Helen Fasth Gillstedt 431,250 (1) – – – – – 431,250
Charlotte Strömberg 340,000 (1) 340,000
Fredrik Trägårdh 375,000 (1) Senior executives
375,000
Lars Wollung 3,990,735 1,203,300 108,730 1,883,000 – – 7,185,765
Other senior executives,
10 persons
22,668,554 7,920,296 1,296,125 2,937,772 – – 34,822,748
Total 29,749,289 9,123,596 1,404,855 4,820,772 – – 45,098,513
Remuneration and benefits during the year
Remuneration for the CEO and President and other senior executives consists
of a base salary, variable compensation, other benefits and pensions.
The group of other senior executives changed during the year and refers in
the table above to Per Christofferson, Marcel van Es (until September 2010),
Thomas Feodoroff (until July 2010), Thomas Hutter, Kari Kyllönen, Pascal
Labrue, Bengt Lejdström, Bogusław Skuza (until September 2010), Gijsbert
Wassink and Rickard Westlund.
Amounts given correspond to full compensation for the full-year 2010, including
earned but not yet paid variable renumeration for 2010. Pension benefits
and compensations in form of financial instruments etc, as well as other benefits
to the CEO and other senior executives is included in the total compensation.
Board of Directors
In accordance with the Annual General Meeting’s resolution, total fees
paid to Board members, including for committee work, amounted to SEK
3,090,000 for the year. Board fees are distributed between Directors as determined
by the AGM according to the proposal of the Nomination Committee.
The Directors have no pension benefits or severance agreements.
CEO and President
According to the employment agreement with CEO and President Lars
Wollung as of February 1, 2009, he receives a fixed annual salary of SEK
4,200,000. In addition, he has the opportunity to receive variable compensation
up to 100 percent of his base salary, half within the framework of the annual
variable salary program and half within the framework of the long-term
incentive program.
In addition to his fixed and variable compensation, Lars Wollung receives a
company car in accordance with the Group’s policy. The company pays pension
insurance premiums corresponding to 35 percent of his fixed annual salary.
Lars Wollung’s severance is equivalent to one year’s salary.
Other senior executives
All senior executives receive a fixed annual salary and variable compensation.
The latter is based on the results achieved in their area of responsibility, the
Group’s operating earnings and individual performance objectives.
As noted above, management’s variable compensation is currently based
on two incentive plans, one short-term and one long-term. The former entails
an annual bonus opportunity for senior executives, who are eligible to
receive a maximum of 50-80 percent of a year’s salary in variable compensation.
The long-term incentive plan gave senior executives the opportunity to
receive a maximum of 50 percent of their annual salary in the form of cash
compensation. Both forms of variable compensation depend on the extent to
which predetermined targets are met. The targets have been set high for both
incentive plans, especially the long-term plan. Regional managers generally
have performance objectives where 80 percent of their variable short-term
compensation is based on the region’s operating earnings and 20 percent on
other operating targets.
Total
1) Refers to the period April 1, 2009 – March 31, 2010.
Notes
The long-term incentive plan, introduced in 2008, was based on average
growth in earnings per share (EPS) during three consecutive calendar years.
The notice of termination for members of Group Management Team varies
from two and twelve months, regardless of whether termination is initiated by
the employee or the company.
Pension benefits vary from country to country. In several cases, they are
included in monthly salaries. The majority of the senior executives are entitled
to retire at age 65. All pension benefits are defined contribution.
Incentive programs
With regard to share-based payment, refer to Note 32.
Decision-making process
The Board of Directors has appointed a Remuneration Committee to handle
compensation issues, primarily as regards the CEO and President and
Group Management Team. The committee is comprised of three members,
who during the year were Lars Lundquist (Chairman) and Matts Ekman as
well as Joakim Rubin as of January 2011. The CEO and President and the
company’s CFO are co-opted to the committee’s meetings, though not when
their own remuneration is discussed.
NotE 32
SharE-baSEd paymENt
The Group has an Employee Stock Option Program 2003/2009 and a Performance-Based
Share Program approved by the Annual General Meeting 2008.
Employee Stock Option Program 2003/2009
The AGM 2003 approved the Employee Stock Option Program 2003/2009
entitling employees to acquire up to 2,525,000 shares in Intrum Justitia AB
(publ) for SEK 57 per share during the period July 1, 2007–May 30, 2009.
Stock options were allotted in May 2004. In total, 20 employees received
options to subscribe for 2,450,000 new shares. The employee stock options
were issued free of charge. Intrum Justitia was responsible for paying society
security expenses.
To secure the company’s commitment, a total of 3,358,250 options were
issued to subscribe for shares. Of this number, 2,525,000 options were available
to issue to employees and 833,250 options were available to sell to cover
the liquidity effect of any social security expenses. As a result of share redemptions
in 2005, the strike price of the options was changed from SEK
57.00 per share to SEK 54.60 per share. At the same time the number of
shares covered by the options increased by four percent.
The original allotment of options entitled employees to subscribe for up
to 2,450,000 shares. The number of shares rose by four percent as a result of
share redemptions in 2005, but was limited to 80 percent due to conditions
on the highest allowable utilization ratio based on growth in earnings per
71