Remuneration and incentive schemes

Investors

Remuneration and incentive schemes

Remuneration of the members of the Supervisory Board

The Annual General Meeting decides on the remuneration of the members of the Supervisory Board. The remuneration paid to the Supervisory Board in 2015 was as follows:

Meeting compensation: 250 euros/meeting
- Compensation for loss of working time: 250 euros for meeting and assignment dates
- Fee of the Chairman of the Supervisory Board: 3,000 euros/month until 30th of April 2015 and 1,500 euros/month from 1st of May 2015 according to the decision of the Annual General meeting held on 28th of April 2015.
- Fee of the Deputy Chairman of the Supervisory Board: 1,500 euros/month until 30th of April 2015 and 750 euros/month from 1st of May 2015 according to the decision of the Annual General meeting held on 28th of April 2015.
- Travel allowance according to the Company`s travelling policy

In 2015, the monthly and meeting fees paid to the members of the Supervisory Board for participating in the work of the Supervisory Board (including fees for work performed in other companies within the same Group) were as follows: 

Remuneration (in euros) of the 
members of the Supervisory Board, 2015 
Work of the 
Supervisory Board 
Benefits from 
Group companies
      Total
Hannu Hyry, Chairman     27,250      27,250
Anttikoski Juho, Deputy Chairman             15,500      15,500
Asunmaa Mika       2,000                         2,000
Flink Reijo        1,000        1,000
Haarala Lassi Antti       1, 750         1,750
Hantula Jussi       2,000       2,000
Holm Henrik      2,000                  2,100     4,100
Hyttinen Veli      2,000                  7,400     9,400
Ingalsuo Pasi      2, 000                  3,300     5,300
Juuse Marja-Liisa (from April 28, 2015)      2,500       2,500
Kaikkonen Jukka      2, 250        2,250
Kiviniemi Juha       1, 500        1,500
Korhonen Pasi      2,000       2,000
Lajunen Ari       2,250        2,250
Niku Mika      2,000                 2,400     4,400
Ojala Pekka       3,000       3,000
Panula Heikki        1,750        1, 750
Ritola Ahti       2,000       2,000
Sairanen Risto       2,000                           2,000
Tuhkasaari Timo        2,000       2,000
Total      78,750                  152100   93,950

 

Remuneration of the members of the Board of Directors

The Annual General Meeting decides on the remuneration of the members of Atria’s Board of Directors. Remuneration is handled in the form of monetary compensation. The members have no share incentive plans or share-based bonus schemes. The principles governing the remuneration of the CEO are set out in a different section. 

The remuneration paid to the Board of Directors in 2015 was as follows:

- Meeting compensation: 300 euros/meeting.
- Compensation for loss of working time: 300 euros/meeting and assignment date
- Fee of the Chairman of the Board of Directors: 4,400 euros/month
- Fee of the Vice Chairman of the Board of Directors: 2,200 euros/month
- Fee of members of the Board of Directors: 1,700 euros/month
- Travel allowance according to the Company`s travelling policy

In accordance with the proposal of the Nomination Board the Annual General Meeting 2015 decided to keep the fees and compensation of the members of the Board of Directors unchanged.

In 2015 monthly fees and meeting fees paid to the members of the Board of Directors for participating in the procedures of the Board of Directors (including being a member of the Board of another company that is part of the same Group) were the following:

Name                               

Position 

BOD and 
committee
work, €

Benefits from group 
companies, €

Total, €           

Seppo Paavola Chairman        68,400      68,400
Jyrki Rantsi Deputy Chairman        37,000        8,900    45,900
Esa Kaarto Member        31,500      29,500     61,000
Jukka Moisio Member        22,800       22,800
Kjell-Göran Paxall Member         29,100          5,100     34,200
Timo Komulainen Member        34,700          9,700     44,400
Maisa Romanainen Member        22,800       22,800
Harri Sivula Member        27,300       27,300
Total       273,600        53,200  326,800

 

Incentive plans for management and key personnel

Long-term incentive plan
Atria’s long-term incentive plan includes an earning period consisting of three year-long periods.

All payments under the plan for the earning period 2015–2017 are based on the Group’s earnings per share (EPS) excluding extraordinary items. Bonuses earned during the period will be paid in instalments in the coming years. Cash rewards payable under the plan for the entire 2015–2017 earning period are capped at EUR 4.5 million. The plan ends on 31st of December 2017 and covers a maximum of 45 people.

Short-term incentive plan
The maximum bonus payable of Atria Plc’s short-term incentive plan is 35% to 50% of annual salary, depending on the performance impact and requirement level of each individual’s role. The criteria in the merit pay scheme are the performance requirements and net sales at Group level and in the area of responsibility of the person concerned. In addition to the CEO and other members of the Management Team, Atria Plc’s merit pay schemes cover approximately 40 people. 

Pension benefits
Managerial group pension benefits confirmed by Atria’s Board of Directors have been arranged for the members of Atria Group’s Management Team who are covered by Finnish social security. The retirement age of the group pension insurance is 63 years for the members of the Management Team. The retirement age determined in the insurance agreement can be changed if the earnings-related pension legislation is changed. However, the Management Team has the right to retire at the age of 60. The pension plan is payment-based, and the pension is based on the insured’s annual earnings (monetary salary and fringe benefits) as specified by the Board of Directors. 

The financial benefits paid to the CEO and the Management Team in 2015 were as follows:

  Salaries,
EUR
Merit,
pay
Fringe
benefits
Supplem.
pension
contributions
2015 
total
CEO Juha Gröhn    486,670  126,953        17,478   138,502  769,603
Deputy CEO
Heikki Kyntäjä 
   210,015   38,479        15,086     28,419  292,000

Other members
of the management
team

 1,000,807  196,794      27,190     97,766 1,322,557
Total 1,697,492 362,226     59,754  264,687  2,384,160

 

Share incentive plan
Atria Plc has not any share incentive plan or stock option scheme.