Invitation to our General Meeting 2022

Summary of the elements of the remuneration of Mr Benoît Potier paid in 2021 or awarded in respect of 2021 on which the general meeting is invited to vote

Remuneration of corporate officers

Summary of the elements of the remuneration of Mr Benoît Potier paid in 2021 or awarded in respect of 2021 on which the general meeting is invited to vote

SUMMARY OF THE ELEMENTS OF THE REMUNERATION OF MR BENOÎT POTIER PAID IN 2021 OR AWARDED IN RESPECT OF 2021 ON WHICH THE GENERAL MEETING IS INVITED TO VOTE

Fixed remuneration

Amount: €1,325,000 (stable since 2018)

In accordance with the remuneration policy established by the Board of Directors on February 9, 2021 and approved by the General Meeting on May 4, 2021, the fixed remuneration was determined taking account of the level of responsibilities, the experience in executive management duties and market practices.
Annual variable remuneration

Amount: €2,192,875

The target variable remuneration was equal to 150% of the fixed remuneration. The variable remuneration was limited to 167% of the fixed remuneration.

The target variable remuneration was linked in 2021:

  • For 105% of the fixed remuneration (with a maximum of 122% of the fixed remuneration), to two quantifiable financial criteria;
  • For 45% of the fixed remuneration (target variable and maximum remuneration), to qualitative personal criteria.

Assessment for 2021:

Following an excellent year 2021, the objectives of the quantifiable criteria were carried out to the maximum achievement level.

The amount of the variable remuneration relating to the financial criteria is as follows:

  • Increase in recurring net earnings excluding currency impact, per share (“Recurring EPS”): 87% of the fixed remuneration, representing 116% of the target remuneration for this criterion;
  • Comparable growth in consolidated revenue: 35% of the fixed remuneration, representing 116% of the target remuneration for this criterion.

The amount of the variable remuneration relating to the personal criteria is as follows:

  • CSR: 13.5% of the fixed remuneration, representing 90% of the target remuneration for this criterion;
  • Organization/HR: 15% of the fixed remuneration, representing 100% of the target remuneration for this criterion;
  • Individual performance: 15% of the fixed remuneration, representing 100% of the target remuneration for this criterion.

The amount of the variable remuneration relating to the personal objectives is thus 43.5% of the fixed remuneration, representing 96.7% of the target remuneration for the personal objectives.
 

Therefore, the total amount of the variable remuneration is above target and up by 50% as compared to the variable remuneration for 2020. This variation between 2020 and 2021 is due to a base effect: in 2020, Mr Benoît Potier’s variable remuneration had decreased by more than 29% compared to 2019, since the objectives for the quantitative criteria of his variable remuneration, determined before the start of the pandemic, were not modified during the course of the fiscal year despite the major impact on those indicators of the crisis caused by the pandemic. The 2020-2021 increase reflects the quality of the performance during 2021 compared to a non-standard year 2020.

The total amount of the variable remuneration due for the 2021 fiscal year will be paid in 2022, after approval of the financial statements by the General Meeting, it being noted that its payment is conditional on the approval by a General Meeting of the elements of remuneration paid during or awarded in respect of the 2021 fiscal year to Mr Benoît Potier. For the record, the variable remuneration paid in 2021 in respect of 2020 totaled 1,459,719 euros. It was paid following approval of the resolution relating to elements of remuneration paid or awarded to Mr Benoît Potier for 2020 (10th resolution) by the General Meeting of May 4, 2021.
There is no deferred annual variable remuneration mechanism, multi-annual variable remuneration mechanism or exceptional remuneration mechanism.