pdf (22.8 MB) - METRO Group

METRO GROUP : ANNUAL REPORT 2011 : BUSINESS
→ GROUP MANAGEMENT REPORT : 8. REMUNERATiON REPORT
value of 7 percent. For each €1 million in net earnings, they
receive an additional €304 to €1,275. The amounts are set by the
supervisory Board of MeTRo aG based on the Company’s strategy
and medium-term targets, are regularly reviewed and are
adjusted if necessary. The payout of the performance-based
compensation granted for RoCe and net earnings is capped each
year. The following individual values were determined as the
basis for Management Board remuneration in 2011:
Amount per 0.01
percentage points Amount per
of RoCE above €1 million in
€ p. a.
7 percent net earnings Payout cap
Dr eckhard Cordes 2,100 1,275 3,900,000
Heiko Hutmacher1 500 304 2,080,000
olaf Koch 1,400 850 2,600,000
Frans W. H. Muller2 1,077 654 2,600,000
Joël saveuse 1,400 850 2,600,000
1 Member of the Management Board since 1 october 2011
2 proportional average amount for the financial year 2011 based on the following amounts:
RoCe: €1,400 for the period 1 January to 31 July 2011, €625 for the period 1 august to
31 December 2011; net earnings: €850 for the period 1 January to 31 July 2011, €380 for the
period 1 august to 31 December 2011
The short-term incentive for Mr saveuse is also tied to the
business targets of the Real sales division. For compensation
applying to 2011, the supervisory Board of MeTRo aG has set
a target value for eBITaC (eBIT after Cost of Capital) at the
Real Group. an eBITaC factor will be determined from the
degree of target attainment, and this factor will be multiplied
by the agreed-upon base bonus. The eBITaC-based remuneration
for Mr saveuse has been generally capped at €2.7
million per year. The annual payout of the base bonus
(€900,000) is guaranteed. payouts of the short-term incentive
derived from the RoCe and net earnings of MeTRo GRoUp
are credited against the performance-based compensation of
Mr saveuse in accordance with the eBITaC of the Real Group.
The performance-based compensation of all members of the
Management Board will be paid out in the financial year following
the approval of the annual financial statements.
share-based compensation (long-term incentive)
The long-term incentive is a compensation component with
long-term incentive effect. It is designed to achieve sustainable
growth in the Company’s value.
share bonus programme 2004–2008
In 2004, MeTRo aG introduced a share bonus programme. Its
final tranche was paid in 2008. The programme is based on
→ p. 140
cash bonuses whose size depends on the performance of the
Metro share price in parallel consideration of benchmark
indices. The programme is divided into a tranche for each
year, to which various target parameters apply. The full bonus
is paid when the share price reaches the respective target
price and so-called equal performance compared to the
benchmark indices. The maturity of each tranche is three
years. The payout of share bonuses can be capped at the
amount of the gross annual fixed salary by resolution of the
supervisory Board of MeTRo aG.
Performance share plan 2009–2013
By resolution of the personnel Committee of the supervisory
Board and with the approval of the supervisory Board,
MeTRo aG introduced a five-year performance share plan in
2009. a target value is set for each member of the Management
Board. To determine the target number of performance
shares, the target value is divided by the share price upon
allotment. The key factor is the average price of the Metro
share during the three months leading up to the allotment
date. a performance share entitles its holder to a cash payment
matching the price of the Metro share on the payment
date. Here, too, the determining factor is the average price of
the Metro share during the three months leading up to the
allotment date.
Based on the relative performance of the Metro share compared
to the median of the DaX 30 and Dow Jones euro stoxx
Retail indices – total return – the final number of payable performance
shares is determined after the end of a performance
period of at least three and at most 4.25 years. It
corresponds to the target number of shares when an equal
performance with said stock market indices is achieved. Up
to an outperformance of 60 percent, the number increases on
a straight-line basis to a maximum of 200 percent of the
target amount. Up to an underperformance of 30 percent, the
number is accordingly reduced to a minimum of 50 percent. In
the case of an underperformance of more than 30 percent,
the number is reduced to 0.
payment can be made at six possible times. The earliest payment
date is three years after allotment of the performance
shares. From this time, payment can be made every three
months. The members of the Management Board can choose
the date upon which their performance shares are paid out.
an allotment with multiple payout dates is not permitted. The
payout cap amounts to five times the target value.