BMW 2012 Annual Report Download - page 174

174
152 STATEMENT ON
CORPORATE GOVERNANCE
(Part of Management Report)
152 Information on the Company’s
Governing Constitution
153 Declaration of the Board of
Management and of the
Supervisory
Board pursuant to
§ 161 AktG
154 Members of the Board of
Management
155 Members of the Supervisory Board
158 Work Procedures of the
Board of Management
160 Work Procedures of the
Supervisory Board
165 Information on Corporate
Governance Practices
166 Compliance in the BMW Group
170 Compensation Report
Compensation of the Board of Management for the
financial year 2012 (total)
With effect from 1 July 2012, the Board of Management
was expanded by one to a total of eight members. The
total compensation of the eight current members of the
Board of Management of BMW AG for 2012 amounted
to € 31.4 million (2011: € 27.3 million), of which € 7.5 mil-
lion (2011: € 4.7 million) relates to fixed components
(including other remuneration). These figures include
the impact of the rise in basic remuneration resolved in
2011 for financial years commencing after 1 January
2012. Variable components amounted to € 23.2 million
(2011: € 21.9 million) and share-based remuneration
component to € 0.7 million (2011: € 0.7 million).
In addition, an expense of € 1.2 million (2011: € 1.1 mil-
lion) was recognised in the financial year 2012 for current
members of the Board of Management for the period
after the end of their service relationship. This relates to
the expense for allocations to pension provisions.
in € million 2012 2011
Amount Proportion Amount Proportion
in % in %
Fixed compensation 7.5 23.9 4.7 17.2
Variable cash
compensation 23.2 73.9 21.9 80.2
Share-based compen-
sation component* 0.7 2.2 0.7 2.6
Total compensation 31.4 100.0 27.3 100.0
* Matching component; provisional number or provisional monetary value calculated
at
grant date (date on which the entitlement became binding in law). The final number
of matching shares is determined in each case when the requirement to invest in
BMW AG common stock has been fulfilled.
Compensation of the individual members of the Board of Management for the financial year 2012 (2011)
in € or Fixed compensation Variable Share-based Com- Expense for Provision at
number of com- compensation pensation share-based 31.12. 2012 for
matching shares
Basic Other pensation component Total compensation share-based
compen- compen- Total (matching component remuneration
sation sation component)1in year under component in
report in accordance
Number Monetary accordance with with
HGB
value HGB and IFRS and IFRS2
Norbert Reithofer 1,500,000 112,835 1,612,835 4,881,600 2,495 132,634 6,627,069 75,826 97,269
(1,020,000) (22,455) (1,042,455) (4,971,600) (2,610) (142,480) (6,156,535) (21,443) (21,443)
Frank-Peter Arndt 900,000 27,336 927,336 2,847,600 1,455 77,348 3,852,284 70,099 88,856
(590,000) (22,081) (612,081) (2,900,100) (1,522) (87,302) (3,599,483) (18,757) (18,757)
Milagros Caiña 375,000 11,526 386,526 1,220,400 514 35,569 1,642,495 6,248 6,248
Carreiro-Andree3(–) (–) (–) (–) (–) (–) (–) (–) (–)
Herbert Diess 900,000 22,007 922,007 2,847,600 1,563 83,089 3,852,696 55,238 70,615
(590,000) (72,190) (662,190) (2,900,100) (1,634) (88,710) (3,651,000) (15,377) (15,377)
Klaus Draeger 900,000 22,948 922,948 2,847,600 1,563 83,089 3,853,637 71,283 90,505
(590,000) (16,008) (606,008) (2,900,100) (1,634) (95,998) (3,602,106) (19,222) (19,222)
Friedrich Eichiner 900,000 27,366 927,366 2,847,600 1,563 83,089 3,858,055 61,522 78,437
(590,000) (26,842) (616,842) (2,900,100) (1,634) (90,311) (3,607,253) (16,915) (16,915)
Harald Krüger 900,000 19,036 919,036 2,847,600 1,455 77,348 3,843,984 37,608 47,532
(518,333) (20,148) (538,481) (2,520,325) (1,323) (73,347) (3,132,153) (9,924) (9,924)
Ian Robertson 900,000 14,881 914,881 2,847,600 1,563 83,089 3,845,570 48,583 62,058
(578,065) (14,106) (592,171) (2,817,686) (1,588) (90,707) (3,500,564) (13,475) (13,475)
Total 7,275,000 257,935 7,532,935 23,187,600 12,171 655,255 31,375,790 426,407 541,520
(4,476,398) (193,830) (4,670,228) (21,910,011) (11,945) (668,855) (27,249,094) (115,113) (115,113)
1 Provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is
determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. See note 18 to the Group Financial Statements for a description of the
accounting treatment of the share-based compensation component.
2 Monetary value calculated on the basis of the closing price of BMW common stock in the XETRA trading system on 28 December 2012 (€ 72.93) (fair value at reporting date).
3 Member of the Board of Management since 1 July 2012