Cemex 2012 Annual Report Download - page 117

Notes to the
consolidated
financial
statements
117
< previous I contents I next >
• Mr. José Antonio Fernández Carbajal, former member of the board of directors of CEMEX, S.A.B. de C.V. until February 23,
2012, is president and chief executive ocer of Fomento Empresarial Mexicano, S.A.B. de C.V. (“FEMSA”), a large multinational
beverage company. In the ordinary course of business, CEMEX pays and receives various amounts to and from FEMSA for
products and services for varying amounts on market terms. Mr. Fernández Carbajal is the actual chairman of the board of
Consejo de Enseñanza e Investigación Superior, A.C. (the managing entity of Instituto Tecnológico y de Estudios Superiores
de Monterrey or ITESM). Mr. Lorenzo Zambrano, chief executive ocer and chairman of CEMEX’s board of directors, was
chairman of the board of ITESM until February 13, 2012. ITESM has received contributions from CEMEX for amounts that
were not material in the periods presented.
• Mr. Rafael Rangel Sostmann, a member of the board of directors of CEMEX, S.A.B. de C.V., was the dean of ITESM until
September 12, 2011.
• On April 12, 2011, Juan Pablo San Agustín Rubio was appointed to the role of executive vice president for strategic planning
and business development, which is part of CEMEX’s senior management. In 2007, in compliance with CEMEX’s then
applicable policies, CEMEX extended a loan to Mr. San Agustín Rubio for the construction of a house. During the first quarter
of 2012, the loan was repaid in full. The loan bore interest at an annual rate of 1.2% and the largest amount outstanding
from January 1, 2011 until it was repaid was approximately €275 thousand. Except for the previously described loan,
during 2012, 2011 and 2010, there were no loans between CEMEX and its board members or other members of its top
management.
• For the years ended December 31, 2012, 2011 and 2010, the aggregate amount of compensation of CEMEX, S.A.B. de
C.V.’s board of directors, including alternate directors, and top management executives, was approximately US$37 ($490),
US$24 ($300) and US$11 ($139), respectively. Of these amounts, approximately US$26 ($343) in 2012, US$18 ($225) in
2011 and US$8 ($101) in 2010, was paid as compensation plus performance bonuses, including pension and postretirement
benefits. In addition, approximately US$11 ($147) in 2012, US$6 ($75) in 2011 and US$3 ($38) in 2010 of the aggregate
amount in each year, corresponded to allocations of CPOs under CEMEX’s executive stock-based compensation programs. In
2012, the amount of CPOs allocated included approximately US$3 ($39) of compensation earned under the program that
is linked to the fulfillment of certain performance conditions and that is payable through March 2015 to then still active
members of CEMEX, S.A.B. de C.V.’s board of directors and top management executives (note 21).
26) Subsequent events
In connection with the put option transactions on CEMEX’s CPOs entered into by Citibank with a Mexican trust that CEMEX
established on behalf of its Mexican pension fund and certain of CEMEX’s directors and current and former employees in April
2008 (notes 16D and 23C), as of January 30, 2013, the notional amount of the guarantee was reduced to approximately US$180,
as a result of the unwinding of 68 million put options over CEMEX’s CPOs (around 50% of the original notional amount). Cash
deposits in margin accounts, after deducting the proceeds from the sale of securities that track the performance of the Mexican
Stock Exchange held by the Mexican trust, in an aggregate amount of approximately US$49 were used to settle the unwinding
of these put options. The remaining put options are expected to be gradually unwound until their final expiration in April 2013.
In connection with the tax proceeding related to the taxes payable in Mexico from passive income generated by foreign investments
for the years 2005 and 2006 and the transitory amnesty provision both of which are described in note 19D, on January 31,
2013, CEMEX, S.A.B. de C.V. was notified that an agreement had been reached with the Mexican tax authorities regarding the
settlement of such tax proceeding pursuant to a final payment according to the rules of the transitory provision. CEMEX paid the
amount on February 1, 2013.