Annual Report 2006 ISS Global A/S
Annual Report 2006 ISS Global A/S
Annual Report 2006 ISS Global A/S
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
1 January – 31 December. Amounts in DKK millions<br />
32. Related party transactions<br />
The sole shareholder of <strong>ISS</strong> <strong>Global</strong> A/S, <strong>ISS</strong> A/S, has controlling influence in <strong>ISS</strong> <strong>Global</strong>. The ultimate controlling company of <strong>ISS</strong><br />
<strong>Global</strong> is FS Invest S.à r.l ("FS Invest") which is 54% owned by funds advised by EQT Partners and 44% owned by Goldman Sachs<br />
Capital Partners.<br />
Members of the Board of Directors and the Managing Directors<br />
Apart from remuneration as described in note 3, Staff Costs, note 4, Share-based payments and the incentive programmes described<br />
below there were no significant transactions with members of the Board of Directors or Managing Directors during the year.<br />
Incentive Programmes<br />
The Principal Shareholders have offered a management participation programme, under which the Managing Directors, the current<br />
Board of Directors and a number of senior officers of <strong>ISS</strong> <strong>Global</strong> were offered to make an investment. The programme is structured<br />
as a combination of direct and indirect investments in a mix of shares and warrants of FS Invest, <strong>ISS</strong> <strong>Global</strong> A/S's ultimate parent,<br />
amounting to DKK 176 million in total. Furthermore, as described in note 3, Share-based payments, certain officers were granted a<br />
total of 784,272 warrants in FS Invest. The management participation programme was rolled out in July <strong>2006</strong> and from the outset 138<br />
eligible officers participated in the programme.<br />
Non-executive members of the former Board of Directors (except representatives of the Principal shareholders) have been offered to<br />
participate in a directors participation programme, under which they have invested in a mix of shares and warrants of FS Invest<br />
amounting to approximately DKK 6 million in total. In addition they have co-invested with the Principal Shareholders for approximately<br />
DKK 17.6 million in total.<br />
Joint ventures and associates<br />
Transactions with Joint ventures and associates are limited to transactions related to shared service agreements. There were no<br />
significant transactions with joint ventures and associates during the year. All transactions are made on market terms. The significant<br />
joint ventures and associates are specified in note 34, Subsidiaries, joint ventures and associates.<br />
In addition to the above and except from intra-group transactions, which have been eliminated in the consolidated accounts, there<br />
were no material transactions with related parties and shareholders during the year.<br />
<strong>ISS</strong> <strong>Global</strong>'s Board of Directors' and Managing Directors' external directorships and external executive positions<br />
Board of Directors Board Member Executive Position<br />
Jørgen Lindegaard Telenor ASA and Efsen Engineering A/S None<br />
Flemming Schandorff None None<br />
Jeff Gravenhorst None None<br />
Managing Directors<br />
Flemming Schandorff None None<br />
Bjørn Raasten None None<br />
Christian Kofoed Jakobsen None None<br />
Continues<br />
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ANNUAL REPORT <strong>2006</strong> / Consolidated Financial Statements<br />
93