2021 Universal Registration Document
Corporate Officer remuneration
Conditions for retaining share-based entitlements in the event of departure Performance shares If an Executive Corporate Officer leaves the Company, the Board of Directors will assess whether s/he may retain entitlement, in full or in part, to previously granted and un-vested performance shares, subject to the following limits and conditions: retention of the award is only possible in case of retirement or ● forced departure, i.e. not in the event of resignation; no delivery is authorized before the vesting date specified in ● the relevant plan rules. Consequently, performance shares cannot vest early; the performance conditions continue to apply throughout the ● specified vesting period. Stock Options If an Executive Corporate Officer leaves the Company during the vesting period (except in case of death), s/he may not retain any right to be delivered unvested Stock Options. In the event of death or retirement during the exercise period, stock options might be maintained. Supplementary pension plans The Chair of the Board is not eligible to any supplementary pension plan. The Executive Corporate Officers enjoy supplementary pension plans as detailed in Section 22.214.171.124 below. Benefits in kind Executive Corporate Officers may receive a company car or an equivalent car allowance and standard health, life and disability coverage, equivalent to the benefits granted to other BIC Executive leaders based in the same country. Termination Payment and Sign-on Bonus The Chief Executive Corporate Officer will not receive a Termination Payment upon leaving the Company. The position can also be terminated at any time (ad nutum). The Board reserves the right to: consider pre-established potential termination payments for ● other Executive Corporate Officers in line with AFEP-MEDEF Code recommendations and ceilings for future appointments;
make provision for sign-on bonus for newly hired Executive ● Corporate Officers reflecting the personal circumstances of Executive Corporate Officers hired ( e.g. , change in status, termination of an employment contract, etc.). Other components There are no other components in the policy, and specifically: no exceptional payments will be made to Corporate Officers ● otehr than those specifically mentioned in this document, no non-compete agreements. ● Claw back clause Where a beneficiary is found guilty of misconduct by the Board while employed by or providing services to the Company, the Board of Directors may, at its sole discretion, seek the repayment of: the last annual variable remuneration paid to the incumbent; ● the last long-term incentive delivered to Executive Corporate ● Officers.
REMUNERATION AND BENEFITS
FOR FY 2021
Remuneration of Non-Executive
Corporate Officers and Directors Pierre Vareille received gross remuneration of 125,000 euros for his duties as Chair of the Board in 2021. John Glen received gross remuneration of 200,000 euros for his duties as Chair of the Board in 2021. Applying the rules defined by the Board of Directors and detailed in Section 126.96.36.199 Remuneration Policy for Non-Executive Corporate Officers and Directors, Directors received the following remuneration for their duties. As of the 2021 Financial year, and in application of the remuneration policy, the Directors representing BIC employees received a fixed element of remuneration for their role.
• BIC GROUP - 2021 UNIVERSAL REGISTRATION DOCUMENT •
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