2010Annual Report - Schneider Electric CZ, s.r.o.
2010Annual Report - Schneider Electric CZ, s.r.o.
2010Annual Report - Schneider Electric CZ, s.r.o.
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3 CORPORATE GOVERNANCE<br />
MANAGEMENT INTERESTS AND COMPENSATION<br />
124<br />
Compensation, benefits and stock options of Management Board members<br />
Based on the recommendation of the Remunerations, Appointments<br />
and Human Resources Committee, at its meetings on December 17,<br />
2009, February 17, 2010 and February 16, 2011 the Supervisory<br />
Board set the annual compensation for the members of the<br />
Management Board.<br />
President and CEO – Jean-Pascal Tricoire<br />
At its meeting of December 17, 2009 the Supervisory Board:<br />
• decided to set the annual 2010 salary of Mr Jean-Pascal Tricoire<br />
at EUR850,000 and his target variable bonus at 100% of this<br />
amount, with a maximum of 200%. 60% of his bonus is based on<br />
Group performance targets, and 40% on measurable personal<br />
targets;<br />
• granted Mr Tricoire 50,000 options under stock option plan<br />
33 and 12,500 shares under stock grant plan 8. All of these<br />
options and stock grants are subject to performance criteria,<br />
in accordance with AFEP-MEDEF recommendations. These<br />
options are suspended to lock-up arrangements (see page 253).<br />
At its meeting of February 17, 2010 the Supervisory Board set the<br />
following targets for Mr Tricoire’s variable bonus.<br />
• Group performance: organic revenue growth, growth in operating<br />
profi t, cash generation ratio and customer satisfaction rates;<br />
• Individual performance: implement the strategy, implement One,<br />
create the Energy business and integrate Areva Distribution,<br />
recruit and identify talent, and ensure transparence vis-à-vis<br />
the Supervisory Board.<br />
Based on these elements, at its meeting of February 16, 2011<br />
the Supervisory Board set Mr Tricoire’s variable bonus for 2010 at<br />
172,8% of his base salary, or EUR 1,468,800.<br />
Overview of Management Board compensation<br />
Member of the Management Board –<br />
Emmanuel Babeau<br />
Emmanuel Babeau was appointed to the Management Board on<br />
May 3, 2009 and joined the Group as Executive VP Finance under<br />
a service contract for executives with <strong>Schneider</strong> <strong>Electric</strong> Industries<br />
SAS.<br />
At its meeting of December 17, 2009, the Supervisory Board<br />
decided:<br />
• to set Mr Babeau’s total fi xed annual salary for 2010 at<br />
EUR500,000 and his target variable bonus at 80% of this amount,<br />
with a maximum of 160%. Sixty percent of Mr Babeau’s target<br />
variable bonus is based on Group performance targets and 40%<br />
is based and on measurable personal targets;<br />
• granted, in the Framework the long-term vesting plan, Mr Babeau<br />
15,000 options under stock option plan 33 and 3,750 shares<br />
under stock grant plan 8. All of these options and stock grants<br />
are subject to performance criteria, in accordance with AFEP-<br />
MEDEF recommendations. These options are also suspended to<br />
lock-up arangements (see page 253).<br />
60% of Mr Babeau’s target variable bonus is based on Group<br />
performance targets in terms of organic revenue growth, operating<br />
profi t, cash generation ratio and customer satisfaction rates and 40%<br />
is based and on measurable personal targets.<br />
At its meeting of February 16, 2011 the Supervisory Board set<br />
Mr Tricoire’s variable bonus for 2010 at 141.93% of his base salary,<br />
or 709,650EUR.<br />
Summary of remunerations, stock options and shares granted to each corporate officer<br />
Jean-Pascal TRICOIRE 2010 2009<br />
Remuneration for the fi nancial year 2,323,946 1,917,312<br />
Valuation of options granted during the fi nancial year 958,000 491,400<br />
Value of performance shares granted during the fi nancial year 867,500 504,000<br />
TOTAL 4,149,446 2,912,712<br />
Emmanuel BABEAU 2010 2009<br />
Remuneration for the fi nancial year 1,215,167 657,264<br />
Valuation of options granted during the fi nancial year 287,400 81,300<br />
Value of performance shares granted during the fi nancial year 260,250 56,400<br />
TOTAL 1,762,667 794,964<br />
2010 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC