Food Lion 2009 Annual Report Download - page 66

62 - Delhaize Group - Annual Report 2009
Retirement and
Post-Employment Benefits
Other Short-Term Benefits
LTI - Performance Cash Grants
Annual Bonus
Base Salary
Total CEO Compensation Components
(in millions of EUR)
2007 2008 2009
0.9 0.9 0.9
0.7 0.7 0.6
0.5 0.4 1.0
0.04 0.05
0.06
0.4 0.4
0.4
Retirement and
Post-Employment Benefits
Other Short-Term Benefits
LTI - Performance Cash Grants
Annual Bonus
Base Salary
Total Compensation Components for Other
Members of Executive Management
(in millions of EUR)
2007 2008 2009
3.3 2.9 3.1
1.8 1.8 1.4
1.6
1.0 2.2
0.2
0.2
0.2
1.0 1.8
2.8
Multiple of Annual Base Salary
Chief Executive Officer 300%
Executive Management USD payroll 200%
Executive Management EUR payroll 100%
The difference between U.S.-based and
European-based management is due to the
different market practices in these regions
and the differences between the instruments
available for Executive Management
remuneration. In the U.S., equity-based
compensation is more widely encouraged
than in Europe.
Executive Management is expected to
achieve the share ownership levels by the
end of 2012. New members of Executive
Management will be allowed a period of
five years to achieve the recommended share
ownership levels.
The RNC will monitor the compliance with
these Guidelines at least once a year. The
Board of Directors is currently satisfied with
the progress that has been made so far.
Main Contractual Terms of Hiring and
Termination of Executive Management
The Company’s Executive Management,
in accordance with employment-related
agreements and applicable law, is
compensated in line with the Company’s
Remuneration Policy and is assigned duties
and responsibilities in line with current
market practice for its position and with the
Company’s Terms of Reference of Executive
Management.
Executive Management is required to
abide by the Company’s policies and
procedures, including the Company’s Guide
for Ethical Business Conduct, and subject to
confidentiality and non-compete obligations
to the extent authorized by law. Executive
Management is also subject to other clauses
typically included in employment agreements
for executives.
The employment agreements of the Chief
Executive Officer and other members of
Executive Management who have a Belgian
employment contract, do not provide for a
severance payment in case of termination.
Should the employment be terminated,
Summary of Total Compensation Paid
The following table summarizes the components described in the paragraphs above and that
represent a cash payment during the year.
(in millions of EUR)
(1)
CEO Other Members of Executive
Management
(2)
2007 2008 2009 2007 2008 2009
Base Salary 0.9 0.9 0.9 3.3 2.9 3.1
Annual Bonus
(3)
0.7 0.7 0.6 1.8 1.8 1.4
LTI - Performance Cash Grants
(4)
0.5 0.4 1.0 1.6 1.0 2.2
Other Short-Term Benefits 0.04 0.05 0.06 0.2 0.2 0.2
Retirement and Post-Employment Benefits 0.4 0.4 0.4 1.0 1.8 2.8
TOTAL
2.54 2.45 2.96 7.90 7.70 9.70
(1)
Amounts are gross before deduction of withholding taxes and social security levy.
(2)
Included 7, 7 and 9 members in 2009, 2008 and 2007 respectively.
(3)
Based on the performance of Year-1.
(4)
Based on the performance of the preceeding 3 years.
Share Ownership Guidelines
Delhaize Group believes that Executive
Management should be encouraged
to maintain a minimum level of share
ownership in order to align the interests of the
shareholders and Executive Management.
In 2008, the Board of Directors adopted
share ownership guidelines based on the
recommendation of the RNC.
Under these guidelines and during their
active employment, the Chief Executive
Officer and the other members of Executive
Management are expected to acquire and
maintain ownership of Delhaize Group stock
equal to a multiple of the annual base salary.
These multiples are set as follows: