139
VIVENDI
l
2012
l Annual Report
3
3
INFORMATION ABOUT THE COMPANY – CORPORATE GOVERNANCE
SECTION 3 - CORPORATE GOVERNANCE
COMPENSATION OF DIRECTORS AND OFFICERS
For 2013, at its meeting of February 22, 2013, the Supervisory Board,
following a recommendation of the Human Resources Committee,
reviewed the proposed performance conditions and priority measures
for the calculation of the variable compensation component for 2013 and
decided that a greater weighting would be applied for the senior managers
at the corporate head office to priority measures (50% instead of 40%),
with the Group performance conditions being reduced from 60% to 50%.
For the senior managers at corporate headquarters, adjusted net profit has
a weighting of 30% and operational cash flow has a weighting of 20%.
For the senior managers of subsidiaries, the Supervisory Board has
replaced the 15% rate linked to the Group’s performance conditions with
a rate of between 55% and 70%, linked to their entity’s performance
conditions. The rate for priority measures for their entity remains fixed
at 30%.
For both the corporate head office and subsidiaries, the priority measures
continue to include a 5% rate linked to social responsibility criteria.
SUMMARY OF THE COMPENSATION PAID, STOCK OPTIONS AND SHARES GRANTED TO EACH MEMBER OF THE MANAGEMENT BOARD IN
OFFICE DURING FISCAL YEAR 2012 AND PRORATED OVER EACH MEMBER’S TERM IN OFFICE (AMF RECOMMENDATIONS, TABLE 1)
(in euros)
(a,b)
2011
(a) 2012
Jean-François Dubos (1)
Chairman of the Management Board
Compensation for the fiscal year
n/a
303,273
Book value of options granted
n/a
n/a
Book value of performance shares granted
n/a
745,200
Total
1,048,473
Philippe Capron
Member of the Management Board and Chief Financial Officer
Compensation for the fiscal year
1,011,178
1,026,875
Book value of options granted
216,000
94,243
Book value of performance shares granted
471,520
267,148
Total
1,698,698
1,388,266
Jean-Bernard Lévy (2)
Chairman of the Management Board
Compensation for the fiscal year (including severance payments)
2,922,432
6,303,285
Book value of options granted
486,000
212,045
Book value of performance shares granted
1,052,500
601,063
Total
4,460,932
7,116,393
Abdeslam Ahizoune (3)
Member of the Management Board and Chairman of the Management Board of Maroc Telecom
Compensation for the fiscal year
1,451,414
1,159,903
Book value of options granted
243,000
106,023
Book value of performance shares granted
530,460
300,536
Total
2,224,874
1,566,462
Amos Genish (3)
Member of the Management Board and Vice Chairman and Chief Executive Officer of GVT
Compensation for the fiscal year
2,254,635
1,708,341
Book value of options granted
162,000
84,322
Book value of performance shares granted
353,640
239,022
Total
2,770,275
2,031,685
Lucian Grainge (3)
Member of the Management Board and Chairman and Chief Executive Officer of Universal Music Group
Compensation for the fiscal year
10,614,713
8,544,742
Book value of options granted
-
-
Book value of performance shares granted
1,680,250
253,085
Total
12,294,963
8,797,827
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