188 Corporate Governance <strong>Report</strong> Compensation of the Board of Management for 2010 Value of the Number of 5th tranche 5th tranche Fixed annual Other of perfor- performance <strong>com</strong>pen<strong>com</strong>penmance rights rights € sation Bonus sation granted Total granted Dr. Wulf H. Bernotat (until April 30, 2010) 413,333 600,000 7,450 306,170 1,326,953 16,514 Dr. Johannes Teyssen 1,080,000 2,337,000 27,966 793,772 4,238,738 42,814 Christoph Dänzer-Vanotti (until May 12, 2010) 274,194 402,150 6,300 435,449 1,118,093 23,487 Lutz Feldmann (until May 12, 2010) 274,194 402,150 11,558 435,449 1,123,351 23,487 Jørgen Kildahl (since May 13, 2010) Prof. Dr. Klaus-Dieter Maubach 444,444 686,000 48,006 272,149 1,450,599 14,679 (since May 13, 2010) Dr. Bernhard Reutersberg 421,213 786,000 60,379 34,021 1,301,613 1,835 (since August 11, 2010) 273,106 421,000 9,847 34,021 737,974 1,835 Dr. Marcus Schenck 750,000 1,530,000 26,351 544,297 2,850,648 29,358 Regine Stachelhaus (since June 24, 2010) 363,258 563,000 31,964 272,149 1,230,371 14,679 Total 4,293,742 7,727,300 229,821 3,127,477 15,378,340 168,688 The above figures show the <strong>com</strong>pensation of members who ended their service on, or joined, the Board of Management in 2010 on a pro rata basis reflecting the percentage of the year they were on the Board of Management. To indicate how the <strong>com</strong>pensation plan works, the table below shows Board of Management members’ <strong>com</strong>pensation for 2010 including the amounts paid out from the settlement of the third tranche of the E.ON Share Performance Plan granted in 2008 (see the 2008 Compensation <strong>Report</strong>, page 153). Effective <strong>com</strong>pensation of the Board of Management for 2010 Fixed annual Other Payout value of the 3th tranche <strong>com</strong>pen<strong>com</strong>pen- of perfor- € sation Bonus sationmance rights Total Dr. Wulf H. Bernotat (until April 30, 2010) 413,333 600,000 7,450 689,7951 1,710,578 Dr. Johannes Teyssen 1,080,000 2,337,000 27,966 238,071 3,683,037 Christoph Dänzer-Vanotti (until May 12, 2010) 274,194 402,150 6,300 185,085 867,729 Lutz Feldmann (until May 12, 2010) 274,194 402,150 11,558 394,8331 1,082,735 Jørgen Kildahl (since May 13, 2010) 444,444 686,000 48,006 – 1,178,450 Prof. Dr. Klaus-Dieter Maubach (since May 13, 2010) 421,213 786,000 60,379 64,774 1,332,366 Dr. Bernhard Reutersberg (since August 11, 2010) 273,106 421,000 9,847 63,639 767,592 Dr. Marcus Schenck 750,000 1,530,000 26,351 185,085 2,491,436 Regine Stachelhaus (since June 24, 2010) 363,258 563,000 31,964 – 958,222 Total 4,293,742 7,727,300 229,821 1,821,282 14,072,145 1 Extraordinary payment.
The remaining other <strong>com</strong>pensation of the members of the Board of Management consists primarily of benefits in kind from the personal use of <strong>com</strong>pany cars and, in some cases, temporary coverage of rent payments for a second residence, relocation costs, and real-estate agent fees along with the in<strong>com</strong>e tax levied on this <strong>com</strong>pensation. Following the adjustment of the premium (the Company’s website contains an explanation of how this deviates from the Code), stock-based <strong>com</strong>pensation with a value of €20.14 (according to Section 314, Paragraph 1, Item 6a of the German Commercial Code) per performance right from the sixth tranche was included in Board of Management members’ total <strong>com</strong>pensation for <strong>2011</strong>. For purposes of internal <strong>com</strong>munications between the Board of Management and the Supervisory Board, the target value is used instead of the above-mentioned value. The target value is equal to the cash payout amount of each performance right if at the end of the vesting period E.ON stock maintains its price and the value-added factor is 100 percent. In <strong>2011</strong>, the target value of the rights issued was €1,350,000 for the Chairman of the Board of Management, €0.8 million for Dr. Schenck, and €0.6 million for all other Board of Management members. The German Commercial Code (Section 314, Paragraph 1, Item 6a, Sentence 9) requires supplemental disclosure, by year, of the Company’s expenses for all CEO Letter E.ON Stock Combined Group Management <strong>Report</strong> Consolidated Financial Statements Corporate Governance <strong>Report</strong> Supervisory Board and Board of Management Tables and Explanations tranches granted in <strong>2011</strong> and in previous years and for tranches existing in <strong>2011</strong>. The following expenses in accordance with IFRS 2 were recorded for performance rights existing in the <strong>2011</strong> financial year (figures are approximate): Dr. Teyssen €86,000, Mr. Kildahl €128,000, Mrs. Stachelhaus €128,000, Prof. Dr. Maubach €136,000, Dr. Reutersberg €136,000, and Dr. Schenck €19,000. Additional information about E.ON AG’s stock-based <strong>com</strong>pensation program can be found in Note 11 to the Consolidated Financial Statements. As in the prior year, no loans were outstanding or granted to members of the Board of Management in <strong>2011</strong> financial year. Page 203 contains additional information about the members of the Board of Management. Payments Made to Former Members of the Board of Management Total payments made to former Board of Management members and to their beneficiaries amounted to €9.5 million in <strong>2011</strong> (2010: €25.4 million). Provisions of €137.7 million (2010: €136.6 million) have been provided for pension obligations to former Board of Management members and their beneficiaries. 189
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2011 Annual Report
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Contents 2 CEO Letter 4 E.ON Stock
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Europe’s energy markets are conso
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Dividend At the 2012 Annual Shareho
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Global Units We manage all our oper
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How will we achieve all this? The f
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Top performance requires efficient
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The Energy Roadmap 2050 adopts a sc
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Macroeconomic Environment In 2011,
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Energy Prices Four main factors dro
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Attributable Generating Capacity Th
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The Russia unit generated about 94
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Gas Sales On a consolidated basis,
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Sales Our sales rose by 22 percent
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Sales at the UK regional unit decli
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E.ON generates a significant portio
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Distribution Networks’ EBITDA dec
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and coal-fired power stations. Of t
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Analyzing Value Creation by Means o
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Cash Flow and Financial Position E.
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In addition to our DIP, we have a
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E.ON AG’s Earnings, Financial, an
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Employees HR Strategy The knowledge
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Workforce Figures At year-end 2011,
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Technology and Innovation In 2011,
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The ERC was founded in 2006. Its mi
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Risk Management and Insurance E.ON
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Strategic Risks Our business strate
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E.ON is building a hard-coal-fired
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waste.” The draft legislation men
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In 2012, Sweden will introduce a ne
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Due to lower commodity prices and u
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We anticipate Renewables’ earning
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Opportunities We conduct a bottom-u
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Audit Opinion According to § 322 A
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CEO Letter E.ON Stock Combined Grou
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CEO Letter E.ON Stock Combined Grou
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Additional information on the State
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CEO Letter E.ON Stock Combined Grou
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Business Combinations Business comb
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Newly created goodwill is allocated
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Subsequent costs arising, for examp
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Instruments commonly used are forei
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future exercise price. This amount
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Contingent liabilities are possible
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(2) New Standards and Interpretatio
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The amended standard also contains
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Russian Federation. The proceeds fr
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The gains on the disposal of invest
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The decrease in tax expense by €3
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Of the deferred taxes reported, a t
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Stock Appreciation Rights of E.ON A
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The fees for financial statement au
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CEO Letter E.ON Stock Combined Grou
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CEO Letter E.ON Stock Combined Grou
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Of this total, an amount of €160
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(15) Companies Accounted for under
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The individual impaired receivables
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(20) Additional Paid-in Capital As
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Description of the Benefit Obligati
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Description of Plan Assets Defined
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Taking into account periodic additi
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(25) Miscellaneous Provisions The f
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Advance payments made to other wast
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At year-end 2011, the following EIF
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Construction grants of €2,857 mil
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In Sweden, owners of nuclear facili
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Competition in the gas market and i
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