Remuneration policy for members of the Supervisory Board and Executive Management of TrygVesta A/S
TrygVesta’s remuneration policy is based on the recommendations published by the Danish Commerce and Companies Agency committee on corporate governance.
The remuneration policy applies to members of the Supervisory Board and Executive Management of TrygVesta A/S.
The remuneration policy provides a clear and transparent overview of remuneration paid to members of the Supervisory Board and Executive Management of TrygVesta A/S. In addition to the remuneration policy, the Supervisory Board has submitted a proposal to the annual general meeting on 3 April 2008 asking shareholders to approve an incentive programme for the Executive Management of TrygVesta A/S pursuant to section 69 b of the Danish Public Companies Act. The incentive programme will be an integral part of the remuneration policy.
The specific amounts paid to members of the Supervisory Board and Executive Management for the financial year will be disclosed in the annual report and to shareholders at the annual general meeting of the company.
Remuneration to members of the Supervisory Board
Members of TrygVesta’s Supervisory Board receive a fixed remuneration and do not participate in any form of incentive programmes.
The Board members’ remuneration (basic fee) is fixed based on developments in a comparable market taking into consideration Board members’ required competencies and the scope of the Board work, including number of meetings.
The chairman of the Supervisory Board receives a triple basic fee and the deputy chairman receives a double basic fee.
In addition to the basic fee, members of the Supervisory Board who are also members of the audit committee receive an audit committee fee. The chairman of the audit committee receives 1.5 times the fee of the other members of the audit committee.
The shareholders at the annual general meeting approve the Supervisory Board members’ remuneration for the current financial year in connection with considering the annual report.
Remuneration to members of the Executive Management
Members of the Executive Management are employed under service contracts, and all terms of their compensation are fixed by the Supervisory Board. The Supervisory Board reviews the compensation of the members of the Executive Management annually based on the requirements for attracting and retaining the best qualified Executive Management members.
The Executive Management’s compensation may comprise fixed and variable salary, cash bonus, stock options and pension, including defined benefit plans.
The variable pay and any bonus are granted in accordance with the “General guidelines for incentive pay for members of the Executive Management of TrygVesta A/S”.
In addition to the direct pay, members of the Executive Management are entitled to company cars, free telephone and Internet corresponding to their position.
The Supervisory Board determines the terms of any severance schemes.
The remuneration policy is reviewed and revised as required at least once a year.
Adopted at the meeting of the Supervisory Board held on 10 December 2007.
The Supervisory Board of TrygVesta A/S
Last update: 26 February 2008