Under the Articles of Association (art. 21) the directors are entitled to reimbursement of the expenses that they incur on official business. In addition, the Board of Directors has established an annual fee of 30,000 euro for each director on the basis of the shareholders’ resolution dated April 27th, 2005. The Board of Directors can also determine additional compensation for directors holding particular office, but only after having consulted the Compensation Committee and the Board of Statutory Auditors. In compliance with the Code’s recommendations,
the Company has checked that the compensation of its directors is appropriate – and in line with market rates applied in similar circumstances – and sufficient for attracting, retaining and motivating directors with the professional skills required to manage the Company successfully.
In particular, an important part of the compensation of the Deputy Chairman & Chief Executive Officer (along with that of other executive directors vested with particular duties, that of General Managers and that of key management personnel) is linked to the Company’s performance and the targets set by the Board of Directors, with a large annual and long-term variable component (MBO and LTI, as well as participation in stock option plans), thereby helping align their interests with the priority goal of creating value for shareholders over the medium/long-term.
More details about the compensation awarded to board directors and general managers during 2007 can be found in a specific table contained in the notes to the 2007 financial statements. Lastly, details about their participation in equity-based incentive schemes can be found in a specific table contained in the notes accompanying the 2007 financial statements. Key management personnel comprise the executive directors and general managers or other persons with equivalent office.
In particular, an important part of the compensation of the Deputy Chairman & Chief Executive Officer (along with that of other executive directors vested with particular duties, that of General Managers and that of key management personnel) is linked to the Company’s performance and the targets set by the Board of Directors, with a large annual and long-term variable component (MBO and LTI, as well as participation in stock option plans), thereby helping align their interests with the priority goal of creating value for shareholders over the medium/long-term.
More details about the compensation awarded to board directors and general managers during 2007 can be found in a specific table contained in the notes to the 2007 financial statements. Lastly, details about their participation in equity-based incentive schemes can be found in a specific table contained in the notes accompanying the 2007 financial statements. Key management personnel comprise the executive directors and general managers or other persons with equivalent office.