The total cash remuneration and related compensation costs of the members of the Board of Directors and former directors in 2006 and 2005 can be specified as follows:
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|
(in €) |
2006 |
2005 |
|
|
|
|
|
Fixum |
4,564,086 |
4,908,190 |
|
Bonus (related to reporting period) |
2,361,451 |
4,850,449 |
|
Fees |
395,000 |
260,000 |
|
Total |
7,320,537 |
10,018,639 |
The cash remuneration of the members of the Board of Directors was as follows:
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|
2006 |
Fixum |
Bonus related to 2006 |
Fees |
Total |
|
|
|
|
|
|
|
Directors |
|
|
|
|
|
Manfred Bischoff |
60,000 |
43,750 |
100,000 |
203,750 |
|
Arnaud Lagardère |
60,000 |
43,750 |
100,000 |
203,750 |
|
Thomas Enders |
1,195,225 |
542,468 |
- |
1.737,693 |
|
Louis Gallois (since July 06) |
450,000 |
257,612 |
- |
707,612 |
|
Louis Gallois (until end of June) |
- |
- |
- |
- |
|
Jean-Paul Gut |
943,693 |
456,527 |
- |
1,400,220 |
|
Hans Peter Ring |
951,193 |
456,527 |
- |
1,407,720 |
|
Francois David |
30,000 |
21,875 |
40,000 |
91,875 |
|
Rüdiger Grube |
30,000 |
21,875 |
75,000(*) |
126,875 |
|
Michael Rogowski |
30,000 |
21,875 |
30,000 |
81,875 |
|
Juan Manuel Eguiagaray Ucelay |
18,750 |
21,875 |
50,000 |
90,625 |
|
|
|
|
|
|
|
Former director(**) |
|
|
|
|
|
Noël Forgeard |
795,225 |
473,317 |
- |
1,268,542 |
|
Total |
4,564,086 |
2,361,451 |
395,000 |
7,320,537 |
|
(*) |
Including regularisation of € 30,000 relating to the 2005 attendance fees paid in 2006. |
|
(**) |
Prorata in accordance with his membership with the Board of Directors. |
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|
2005 |
Fixum |
Bonus related to 2005 |
Fees |
Total |
|
|
|
|
|
|
|
Directors |
|
|
|
|
|
Manfred Bischoff |
60,000 |
184,250 |
90,000 |
334,250 |
|
Arnaud Lagardère |
60,000 |
184,250 |
80,000 |
324,250 |
|
Thomas Enders(**) |
737,560 |
820,556 |
- |
1,558,116 |
|
Noël Forgeard |
1,136,928 |
1,201,408 |
- |
2,338,336 |
|
Jean-Paul Gut(**) |
777,568 |
769,583 |
- |
1,547,151 |
|
Hans Peter Ring |
780,062 |
789,762 |
- |
1,569,824 |
|
Francois David |
20,000 |
92,125 |
30,000 |
142,125 |
|
Louis Gallois |
- |
- |
- |
- |
|
Rüdiger Grube |
20,000 |
92,125 |
(***) |
112,125 |
|
Michael Rogowski |
30,000 |
92,125 |
35,000 |
157,125 |
|
Juan Manuel Eguiagaray Ucelay |
- |
57,578 |
25,000 |
82,578 |
|
|
|
|
|
|
|
Former directors(*) |
|
|
|
|
|
Philippe Camus |
624,911 |
227,685 |
- |
852,596 |
|
Rainer Hertrich |
624,911 |
227,685 |
- |
852,596 |
|
Eckhard Cordes |
10,000 |
30,708 |
- |
40,708 |
|
Pedro Ferreras |
16,250 |
49,901 |
- |
66,151 |
|
Jean-René Fourtou |
10,000 |
30,708 |
- |
40,708 |
|
Total |
4,908,190 |
4,850,449 |
260,000 |
10,018,639 |
|
(*) |
Prorata in accordance with their membership with the Board of Directors. |
|
(**) |
Full Year remuneration. |
|
(***) |
Regularised in 2006. |
The table below gives an overview of the interests of the members of the Board of Directors under the various long term incentive plans of EADS:
|
Stock option plans |
|||||||
|
Year of plan |
Initially granted |
As at |
Granted in 2006 |
Exercised during 2006 |
As at |
Exercise price |
Expiry date |
|
|
|
|
|
|
|
|
|
|
Thomas Enders |
|
|
|
|
|
|
|
|
2000 |
50,000 |
50,000 |
- |
- |
50,000 |
20.90 |
July 8, 2010 |
|
2001 |
50,000 |
50,000 |
- |
- |
50,000 |
24.66 |
July 12, 2011 |
|
2002 |
50,000 |
- |
- |
- |
- |
16.96 |
August 8, 2012 |
|
2003 |
50,000 |
25,000 |
- |
- |
25,000 |
15.65 |
October 9, 2013 |
|
2004 |
50,000 |
50,000 |
- |
- |
50,000 |
24.32 |
October 7, 2014(*) |
|
2005 |
135,000 |
135,000 |
- |
- |
135,000 |
33.91 |
Dec. 8, 2015(*) |
|
2006 |
- |
- |
67,500 |
- |
67,500 |
25,65 |
Dec. 16, 2016 |
|
|
|
|
|
|
|
|
|
|
Louis Gallois |
|
|
|
|
|
|
|
|
2006 |
- |
- |
67,500 |
- |
67,500 |
25,65 |
Dec. 16, 2016 |
|
|
|
|
|
|
|
|
|
|
Jean-Paul Gut |
|
|
|
|
|
|
|
|
2000 |
50,000 |
- |
- |
- |
- |
20.90 |
July 8, 2010 |
|
2001 |
50,000 |
- |
- |
- |
- |
24.66 |
July 12, 2011 |
|
2002 |
50,000 |
50,000 |
- |
50,000 |
- |
16.96 |
August 8, 2012 |
|
2003 |
50,000 |
50,000 |
- |
25,000 |
25,000 |
15.65 |
October 9, 2013 |
|
2004 |
50,000 |
50,000 |
- |
- |
50,000 |
24.32 |
October 7, 2014(*) |
|
2005 |
100,000 |
100,000 |
- |
- |
100,000 |
33.91 |
Dec. 8, 2015(*) |
|
2006 |
- |
- |
50,000 |
- |
50,000 |
26.65 |
Dec. 16, 2016 |
|
|
|
|
|
|
|
|
|
|
Hans Peter Ring |
|
|
|
|
|
|
|
|
2000 |
10,000 |
10,000 |
- |
- |
10,000 |
20.90 |
July 8, 2010 |
|
2001 |
28,000 |
28,000 |
- |
- |
28,000 |
24.66 |
July 12, 2011 |
|
2002 |
37,000 |
37,000 |
- |
- |
37,000 |
16.96 |
August 8, 2012 |
|
2003 |
50,000 |
50,000 |
- |
- |
50,000 |
15.65 |
October 9, 2013 |
|
2004 |
50,000 |
50,000 |
- |
- |
50,000 |
24.32 |
October 7, 2014(*) |
|
2005 |
100,000 |
100,000 |
- |
- |
100,000 |
33.91 |
Dec. 8, 2015(*) |
|
2006 |
- |
- |
50,000 |
- |
50,000 |
25,65 |
Dec. 16, 2016 |
|
Total |
1,010,000 |
835,000 |
235,000 |
75,000 |
995,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Former Director: |
|
|
|
|
|
|
|
|
Noël Forgeard |
|
|
|
|
|
|
|
|
2000 |
110,000 |
43,000 |
- |
43,000 |
- |
20,90 |
July 8, 2010 |
|
2001 |
88,000 |
88,000 |
- |
88,000 |
- |
24,66 |
July 12, 2011 |
|
2002 |
108,000 |
108,000 |
- |
108,000 |
- |
16,96 |
August 8, 2012 |
|
2003 |
108,000 |
108,000 |
- |
54,000 |
54,000 |
15,65 |
Oct. 9, 2013 |
|
2004 |
108,000 |
108,000 |
- |
- |
108,000 |
24,32 |
Oct. 7, 2014(*) |
|
2005 |
135,000 |
135,000 |
- |
- |
135,000 |
33,91 |
Dec. 8, 2015(*) |
|
Total |
657,000 |
590,000 |
- |
293,000 |
297,000 |
|
|
|
(*) As regards to the 2004 and 2005 stock options plans, vesting of half of the options granted to Directors is subject to performance conditions. |
|
Performance shares plan |
||
|
Number of |
Granted |
Vesting date |
|
|
|
|
|
Thomas Enders |
16,875 |
Publication of the 2009 annual results, expected in March 2010 |
|
Louis Gallois |
16,875 |
Publication of the 2009 annual results, expected in March 2010 |
|
Jean-Paul Gut |
12,500 |
Publication of the 2009 annual results, expected in March 2010 |
|
Hans Peter Ring |
12,500 |
Publication of the 2009 annual results, expected in March 2010 |
|
Total |
58,750 |
|
|
(**) |
Vesting of all performance shares granted to Directors is subject to performance conditions. |
As detailed above, the number of outstanding stock options granted to the Executive Board Directors was 995,000 as at 31st December 2006. To the other members of the Executive Committee, to the Group’s senior management and to former members of the Board of Directors, the number of the outstanding stock options amounted to 30,033,689 at the same date.
The number of outstanding performance shares granted to the Executive Board Directors, subject to achievement of performance results, was 58,750 as at 31st December 2006. To the other members of the Executive Committee and to the Group’s senior management, the number of the outstanding performance and restricted shares amounted to 1,677,175 at the same date.
For further information, please see note 31 of the consolidated IFRS financial statements.
Former Director
In 2006, Noël Forgeard was no longer eligible to grants of stock-options, nor to grants of performance shares.
Under the term of his employment contract, Noël Forgeard was entitled to:
- a 6 months notice period, which represents an amount of € 1,223,317 (salary and bonus);
- a termination package of € 4,893,268 (i.e. 24 months of total annual income);
- a 2-year non competition indemnity, which represents a monthly gross amount of € 101,917 (from 2007 onwards).
The pension benefit obligation for the Executive Board Directors is as follows:
The Executive Board Directors have pension promises as part of their employment agreements. The general policy is to give them annual pension of 50% of their annual base salary after five years in the Executive Committee of EADS at the age of 60 to 65. In case of the CEOs, the retirement age is 60. This obligation increases to 60% after ten years of service in the EADS Executive Committee.
These pension schemes have been implemented and financed through collective executive pension plans in France and Germany. These pension promises have also separate rules e.g. for minimum length of service and other conditions to comply with national regulations.
For the Executive Board Directors, the amount of the pension defined benefit obligation, amounted to 23 million as of 31st December 2006. This obligation has been partly funded and accrued for in the consolidated financial statements for its unfunded portion.
Other benefits
The amounts reported above for the Executive Board Directors are free of benefits in kind they are entitled to, as well as all national social and income tax impacts.
Such executives are entitled to a company car. The value of the company cars of appointed Executive Board Directors is as follows:
For Thomas Enders € 81,772, for Louis Gallois € 23,752, for Jean-Paul Gut € 69,483 and for Hans Peter Ring € 96,400.
Mr. Thomas Enders benefits also from a free accommodation in France. The monthly lease amounts to € 3,878 on average.
EADS has not provided any loans to / advances to / guarantees on behalf of directors.
For further information to the remuneration, please see note 32 of the consolidated financial statements.
