The annual bonus is a variable, performance-linked element. The Supervisory Board or its Executive Committee exercises its due discretion to determine the annual bonus on the basis of the company’s performance. The amount of the bonus reflects the extent to which predefined targets are achieved, missed or exceeded. Since 2008, a new performance indicator – EBIT after asset charge – has been included in the target agreements along with profit or loss from operating activities (EBIT). Achievement of the upper target for the financial year is rewarded with the maximum annual bonus. The maximum annual bonus opportunity is 100% of the annual basic salary. In addition, the Supervisory Board may elect to award an appropriate special bonus for extraordinary achievement.
As a variable remuneration component with long-term incentive effect, the Board of Management members receive stock appreciation rights (SAR) issued on the basis of a long-term incentive plan.
The remuneration paid to active members of the Board of Management in financial year 2008 totalled €11.89 million (previous year: €15.70 million). This amount comprised €9.01 million in non-performance-related components (previous year: €8.68 million) and €2.88 million in bonuses (previous year: €7.02 million). The members of the Board of Management were granted a total of 1,725,000 SAR in financial year 2008 with a total value of €4.78 million (previous year: €6.37 million) at the time of issue (1 July 2008).
The following table presents the total remuneration paid to the active Board of Management members:
|Active board members||Not linked to performance||Performance-related||Total|
|Basic salary||Fringe benefits||Variable|
|Dr Frank Appel (chairman since 18 Feb. 2008)||1,429,205||28,387||0||1,457,592|
|Bruce Edwards (since 4 March 2008)||715,760||40,331||0||756,091|
|John P. Mullen||1,139,871||767,765||0||1,907,636|
|Hermann Ude (since 4 March 2008)||590,067||12,603||0||602,670
|Components with long-term incentive effect
|Active board members||Number of SAR||Value of SAR
on grant date
(1 July 2008)
|Change in value of total SAR granted from 2006 to 2008 on 31 Dec. 2008 compared with value on grant date|
|Dr Frank Appel
(chairman since 18 Feb. 2008)
(since 4 March 2008)
|John P. Mullen||230,000||637,100||–1,895,000|
(since 4 March 2008)