It is guided by three principles:
- competitive and coherent compensation packages with regard to market trends;
- internal equity, based on individual and collective performance, in order to ensure fair and balanced compensation reflecting the level of individual success of each person, and the contribution to common projects, measured both quantitatively and qualitatively;
- achieving all the short-, medium- and long-term financial and operating results directly linked with the Groupe’s strategic objectives and for the benefit of our clients, our employees, our shareholders and all stakeholders.
It should be noted that these principles apply to all Groupe executives and are adapted based on the geographical location of the individuals, taking into consideration the differences in terms of regulations, market practices and competitive environment.
Changes in the composition of the Board of Directors
In the event that a new Management Board is appointed, or a new member joins the Management Board, the compensation policy applicable to members of the Management Board described in this section will apply to them. The Supervisory Board will nevertheless be authorized to decide temporarily on certain adjustments to take into account, in particular, the profile or experience of the new member(s). Where a member of the Management Board has been hired from outside the Groupe, the Supervisory Board may decide to compensate, in whole or in part, the benefits forgone on leaving the previous employment. The Supervisory Board will decide on the advice of the Compensation Committee to the extent strictly required by the situation and only with respect to those points of the current compensation policy that are clearly inappropriate to the situation of the newly appointed executive.
Employment contracts
Members of the Management Board, with the exception of the Chairman of the Management Board, may have an employment contract with a Groupe Company.
Components of the compensation of the members of the Management Board
Compensation of the members of the Management Board comprises (i) a fixed portion, as well as (ii) a substantial variable portion, primarily based on performance and alignment of their interests with those of the Company and its shareholders. This variable compensation is made up of annual variable compensation and long-term variable compensation in the form of performance shares and/or stock options. This compensation structure applicable to the members of the Management Board is in line with that proposed to the Groupe’s top executives.
- Fixed compensation 17%
- Annual variable compensation 33%
- Variable long-term compensation 50%
(") To which are added peripheral elements (collective health and welfare Insurance plans, other benefits in kind), as well as the annualized amount of the five-year retention contract (although paid at the end of the contract)
- Fixed compensation 25%
- Annual variable compensation 25%
- Variable long-term compensation 50%
(") To which are added the peripheral elements (collective health and welfare insurance plans, pension benefits. unemployment insurance for corporate officers, other benefits in kind).