Chrysler 2011 Annual Report Download - page 307

Fiat S.p.A.
Statutory
Financial
Statements
at 31 December
2011
Notes
306
At 31 December 2011, the contractual terms of the plan were therefore as follows:
Plan Beneficiary Number of shares Vesting date Vesting portion
Stock Grant 2009 (amended) Chief Executive Officer 4,000,000 Fiat S.p.A.
4,000,000 Fiat Industrial S.p.A.
1st Quarter 2010 (*)
1st Quarter 2011 (*)
1st January 2012
1st January 2012
500,000 (**)
375,000*NMC (**)
1,125,000*NMC (**)
2,000,000 (**)
(*) On approval of the prior year’s consolidated financial statements
(**) Subject to continuation of the position held until 1 January 2012
A total nominal cost of €12 million was recognized in the income statement for this plan in 2011 (€12.4 million in 2010).
Following the vesting of the rights granted under the plan, on 1 January 2012, the beneficiary was assigned 4,000,000 Fiat S.p.A. ordinary shares and
4,000,000 Fiat Industrial S.p.A. ordinary shares.
Finally, on 22 February 2012, on the basis of a proposal from the Compensation Committee, the Board of Directors of Fiat S.p.A. voted to adopt a
Long Term Incentive Plan, in the form of stock grants, that will be submitted for Shareholder approval at the General Meeting. Plan beneficiaries will be
approximately 300 executives in key positions that have a significant impact on business results, excluding employees of Chrysler Group LLC who are
covered by separate plans. The plan will be submitted for Shareholder approval at the General Meeting called for 4 April 2012.
The first part of the Plan (the “Company Performance LTI”) provides for the allocation of a maximum 14 million rights subject to achievement of pre-
established performance objectives, for the period 1 January 2012 to 31 December 2014, and continuation of an employment relationship with the Group.
The second part of the Plan (the “Retention LTI”) provides for allocation of a maximum 17 million rights to be assigned in three cycles: the first award would
occur in 2012 (with vesting over the 2012-2015 period), the second in 2013 (with vesting over the 2013-2016 period) and the third in 2014 (with vesting over
the 2014-2017 period). Awards under the Retention LTI will be based on individual performance and vesting will be subject to continuation of a professional
relationship with the Group. The CEO is a beneficiary of the Retention LTI and will receive 7 million rights under that Plan.
The Plan will be serviced with own shares.
Finally, the following shows availability of share capital and reserves:
Availability for use of main equity items
(€ thousand) 31 December 2011
Possible
use
Amount
available
Share capital 4,465,600 - -
Reserves:
- Share premium reserve 1,082,245 A, B, C (*) 1,082,245
- Legal reserve 523,619 B -
- Reserve available for the purchase of own shares 911,117 A, B, C 911,117
- Reserve for own shares 288,883 - -
- Retained profit 1,873,082 A, B, C 1,873,082
- Reserve under law 413/1991 22,591 A, B, C 22,591
- Extraordinary reserve 28,044 A, B, C 28,044
- Reserve for Spin-off difference 39,194 A, B, C 39,194
Key:
A: capital increase
B: coverage of losses
C: dividend
(*) Fully available to increase capital and cover losses. Any other use requires increase of the legal reserve to 20% of share capital (including through transfer from the share premium
reserve). At 31 December 2011, the required increase would have been €369,501 thousand