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2011 Annual Report - OTCIQ.com

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The remaining other <strong>com</strong>pensation of the members of the<br />

Board of Management consists primarily of benefits in kind<br />

from the personal use of <strong>com</strong>pany cars and, in some cases,<br />

temporary coverage of rent payments for a second residence,<br />

relocation costs, and real-estate agent fees along with the<br />

in<strong>com</strong>e tax levied on this <strong>com</strong>pensation.<br />

Following the adjustment of the premium (the Company’s<br />

website contains an explanation of how this deviates from<br />

the Code), stock-based <strong>com</strong>pensation with a value of €20.14<br />

(according to Section 314, Paragraph 1, Item 6a of the German<br />

Commercial Code) per performance right from the sixth<br />

tranche was included in Board of Management members’ total<br />

<strong>com</strong>pensation for <strong>2011</strong>. For purposes of internal <strong>com</strong>munications<br />

between the Board of Management and the Supervisory<br />

Board, the target value is used instead of the above-mentioned<br />

value. The target value is equal to the cash payout amount<br />

of each performance right if at the end of the vesting period<br />

E.ON stock maintains its price and the value-added factor is<br />

100 percent. In <strong>2011</strong>, the target value of the rights issued was<br />

€1,350,000 for the Chairman of the Board of Management,<br />

€0.8 million for Dr. Schenck, and €0.6 million for all other Board<br />

of Management members. The German Commercial Code<br />

(Section 314, Paragraph 1, Item 6a, Sentence 9) requires supplemental<br />

disclosure, by year, of the Company’s expenses for all<br />

CEO Letter<br />

E.ON Stock<br />

Combined Group Management <strong>Report</strong><br />

Consolidated Financial Statements<br />

Corporate Governance <strong>Report</strong><br />

Supervisory Board and Board of Management<br />

Tables and Explanations<br />

tranches granted in <strong>2011</strong> and in previous years and for tranches<br />

existing in <strong>2011</strong>. The following expenses in accordance<br />

with IFRS 2 were recorded for performance rights existing in<br />

the <strong>2011</strong> financial year (figures are approximate): Dr. Teyssen<br />

€86,000, Mr. Kildahl €128,000, Mrs. Stachelhaus €128,000,<br />

Prof. Dr. Maubach €136,000, Dr. Reutersberg €136,000, and<br />

Dr. Schenck €19,000.<br />

Additional information about E.ON AG’s stock-based <strong>com</strong>pensation<br />

program can be found in Note 11 to the Consolidated<br />

Financial Statements. As in the prior year, no loans were outstanding<br />

or granted to members of the Board of Management<br />

in <strong>2011</strong> financial year. Page 203 contains additional information<br />

about the members of the Board of Management.<br />

Payments Made to Former Members of the Board<br />

of Management<br />

Total payments made to former Board of Management members<br />

and to their beneficiaries amounted to €9.5 million in<br />

<strong>2011</strong> (2010: €25.4 million).<br />

Provisions of €137.7 million (2010: €136.6 million) have been<br />

provided for pension obligations to former Board of Management<br />

members and their beneficiaries.<br />

189

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