pdf (22.8 MB) - METRO Group
pdf (22.8 MB) - METRO Group
pdf (22.8 MB) - METRO Group
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<strong>METRO</strong> gROUP : ANNUAL REPORT 2011 : BUsiNEss<br />
→ noTes : oTHeR noTes<br />
47. Notes on related parties<br />
In 2011, MeTRo GRoUp maintained the following business<br />
relations to related companies:<br />
€ million 2010 2011<br />
Goods/services provided 3 3<br />
Goods/services received 108 60<br />
Receivables from goods/services provided 1 0<br />
liabilities from goods/services received 0 3<br />
In the financial year 2011, MeTRo GRoUp companies provided<br />
goods/services totalling €3 million to companies included in<br />
the group of related companies. This concerns primarily the<br />
granting of energy and lease rights.<br />
The goods/services totalling €60 million that MeTRo GRoUp<br />
companies received from related companies in the financial<br />
year 2011 consist primarily of property leases. The decline in<br />
goods/services received is essentially due to the termination<br />
of leases with related parties or rent adjustments in existing<br />
leases.<br />
The basic principles of the remuneration system and the<br />
amount of Management and supervisory Board compensation<br />
are included in the remuneration report, which is part of<br />
the management report.<br />
Business relations with related parties are based on contractual<br />
agreements providing for arm’s length prices. as in<br />
2010, MeTRo GRoUp had no business relations with related<br />
natur al persons in the financial year 2011.<br />
48. share-based compensation for executives<br />
MeTRo aG has been implementing share-based payments<br />
programmes since 1999 to enable executives to participate in<br />
the Company’s value development and reward their contribution<br />
to the sustained success of MeTRo GRoUp compared<br />
with its competitors. The members of the Management Board<br />
and other executives of MeTRo aG as well as managing directors<br />
and executives of the other operating MeTRo GRoUp<br />
companies are eligible.<br />
Share bonus programme (2004–2008)<br />
The final tranche of the share bonus programme, which<br />
MeTRo aG introduced in 2004, was granted in 2008. The<br />
programme entitles executives to cash bonuses whose size<br />
→ p. 244<br />
depends on the performance of the Metro share and the parallel<br />
consideration of benchmark indices. The programme is<br />
divided into a tranche for each year, with the target parameters<br />
being calculated separately for each tranche. The full<br />
share bonus is paid out when the target share price and a socalled<br />
equal performance of the share with benchmark indices<br />
are attained. The maturity of each tranche is three years.<br />
The payment of the share bonus may be limited to the amount<br />
of the gross fixed salary. The conditions for the tranches 2004<br />
to 2008 are shown in the following table:<br />
Tranche Due Basis price Target price status<br />
2004 July 2007 €37.14 €42.71 paid<br />
2005 July 2008 €41.60 €47.84 expired<br />
2006 July 2009 €43.15 €49.62 expired<br />
2007 July 2010 €61.61 €70.85 expired<br />
2008 July 2011 €41.92 €48.21 paid<br />
Performance share plan and share ownership<br />
guidelines (2009–2013)<br />
In 2009, MeTRo aG replaced the previous share bonus programme<br />
with a performance share plan.<br />
executives are given an individual target amount for the performance<br />
share plan (target value) in accordance with the<br />
significance of their functional responsibilities. The target<br />
number of performance shares is calculated by dividing this<br />
target value by the share price upon allotment, based on the<br />
average price of the Metro share during the three months up<br />
to the allotment date. a performance share entitles its holder<br />
to a cash payment matching the price of the Metro share on<br />
the payment date, based on the average price of the Metro<br />
share during the three months up to the payment date.<br />
Based on the relative performance of the Metro share compared<br />
to the median of the DaX 30 and Dow Jones euro stoxx Retail<br />
indices – total return – the final number of payable performance<br />
shares is determined after the end of a performance period of<br />
at least 3 and at most 4.25 years. It corresponds to the target<br />
number of shares when an equal performance with said stock<br />
market indices is achieved. Up to an outperformance of 60 percent,<br />
the number increases on a straight-line basis to a maximum<br />
of 200 percent of the target amount. Up to an underperformance<br />
of 30 percent, the number is accordingly reduced to a<br />
minimum of 50 percent. In the case of an underperformance of<br />
more than 30 percent, the number is reduced to 0.