Annual Report 2003 - Kardex

48
CORPORATE GOVERNANCE
Compensations, shareholdings, and loans
For their services, the members of the Board of Directors
of Kardex AG receive compensations as determined by
the Board of Directors. All members of Group management/divisional
management are compensated on a performance
basis. The variable proportion of their total compensation
is approx. 20%.
COMPENSATIONS FOR ACTING MEMBERS
OF GOVERNING BODIES
Compensations for 2003 were determined by the Compensation
Committee and approved collectively by the
Board of Directors.
The honorariums of the non-executive members of the
Board of Directors amounted to a net total of CHF 198 000.
In 2003, total compensations for the executive member
of the Board and the members of the Group and divisional
management boards amounted to a gross total of CHF
2 853 730. This sum does not include compensation for
business vehicles. The highest total compensation consisted
of a gross amount of CHF 625 477.
No severance payments were made.
COMPENSATIONS FOR FORMER MEMBERS
OF GOVERNING BODIES
In 2003, no compensations were conferred to members
of governing bodies who had resigned during the previous
period or earlier.
SHARE ALLOTMENTS
No shares were allotted to the executive member of the
Board of Directors, the non-executive members, or the
members of divisional management boards.
SHARE OWNERSHIP
As at December 31, 2003, the executive member of the
Board of Directors and the members of divisional management
boards held 420 bearer shares and 1020 participation
certificates of Kardex AG. The non-executive
members of the Board of Directors (including parties
closely linked to them) owned 211 bearer shares of
Kardex AG and 1050 participation certificates.
ADDITIONAL HONORARIUMS AND REMUNERATIONS
In financial 2003, the members of the Board of Directors
and the members of the Management Board received no
honorariums or remunerations for additional services
rendered to the Kardex Remstar Group amounting to, or
exceeding, one half of their ordinary compensation.
Niederer Kraft & Frey Zurich, (in which Dr. Peter R. Isler is
a partner) invoiced in 2003 to Kardex AG an amount of
CHF 130 494.
LOANS GRANTED TO GOVERNING BODIES
Kardex AG and its associated companies granted no
loans to members of the Board of Directors or the
divisional management boards.