Porsche 2012 Annual Report Download - page 75

concerning the fiscal year in question and the earn-
ings target defined there. The LTI component is paid
out in full if the result from ordinary activities deter-
mined in accordance with IFRSs is no more than 20
percent lower than provided for in the long-term
business plan. If the result from ordinary activities
determined in accordance with IFRSs falls short of
the target figure by at least 50 percent, the LTI
component is forfeited. If the shortfall is between 20
and 50 percent, the component is reduced propor-
tionate to the difference between the result from
ordinary activities determined in accordance with
IFRSs and the result provided for in the long-term
business plan.
The authoritative starting amount for calculating
the remuneration components is limited to 4.0 mil-
lion euro for both components together (bonus cap).
The short-term incentive makes up 40 percent
of the maximum variable total remuneration, while
the long-term incentive accounts for 60 percent.
There was also a corresponding rule on variable
remuneration for Mr. Müller until the end of the fiscal
year 2011.
In addition, the supervisory board has the op-
tion of reducing these variable remuneration com-
ponents at its discretion provided it considers this
appropriate in light of extraordinary developments.
Moreover, at its discretion, the supervisory
board of Porsche AG may grant Messrs. Müller and
Edig a special bonus for previously agreed targets
or a subsequent bonus in recognition of extraordi-
nary performance.
In addition to this, Mr. Edig and Mr. Müller re-
ceive benefits in kind, in particular the use of com-
pany cars and leased vehicles as well as provision
of insurance cover. Moreover, it was agreed in prin-
ciple to pay the costs for security services and
preventive healthcare. Taxes arising in connection
with the benefits in kind are regularly borne by
Porsche AG.
Messrs. Müller and Edig have also concluded
direct insurance policies. The annual premiums of
1,742 euro each are paid by Porsche AG.
Porsche AG will continue to pay Mr. Müller’s
fixed component for a period of 12 months in the
event of illness. In the event of death, the remunera-
tion agreed with Mr. Müller will continue to be paid
for six months following the month of death.
Remuneration of the executive board in the
fiscal year 2012
The table below presents the remuneration of the
members of the executive board of Porsche SE for
their service at Porsche SE and group companies in
accordance with Sec. 18 AktG. The total remunera-
tion of the members of Porsche SE’s executive
board presented in the table below therefore in-
cludes not only remuneration for their service as a
member of the company’s executive board, but for
Mr. Müller additionally remuneration for his service
on the executive board of Porsche AG for fiscal
2012 and for Prof. Dr. Winterkorn and Mr. Pötsch
additionally remuneration for their service on the
board of management of Volkswagen AG and for
their other offices in the Volkswagen group and in
the Porsche Holding Stuttgart GmbH group in the
fiscal year 2012.
Mr. Müller’s remuneration for his service on the
Porsche AG executive board in the fiscal year 2012
comprises a fixed annual salary, a fixed annual
management bonus, and payment of as yet unpaid
variable remuneration components for previous
fiscal years of 2,353,360 euro. In addition, he re-
ceived a bonus in recognition of extraordinary per-
formance for the fiscal year 2011 amounting to
75,000 euro. These payments by Porsche AG settle
all Mr. Matthias Müller’s claims against Porsche AG
for variable remuneration payments with regard to
past fiscal years. This does not affect the payment
of the bonus in recognition of extraordinary perfor-
mance.
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