Remuneration and other benefits of the Board of Directors
The Annual General Meeting on March 15, 2012, decided that the Chairman of the Board be paid EUR 35,000 (2011: EUR 35,000), the Vice-Chair EUR 25,000 (2011: EUR 25,000), and each other Board member EUR 22,000 (2011: EUR 22,000), excluding a member of the Board employed by the company, who shall be paid EUR 11,000 (2011: EUR 11,000), for the term of office, which lasts until the next Annual General Meeting. The renumeration is paid quarterly.
Renumeration and other benefits of the CEO
The Board decides on the service terms and conditions of the CEO, specified in writing. The service terms and conditions of the current CEO, Janne Mielck, consist of a EUR 198,000 annual salary (including holiday pay and car benefit) and a performance-based bonus as decided by the Board. The contract includes pension benefits pursuant to the Employees’ Pensions Act (TyEL). The contract does not specify the CEO’s retirement age.
The CEO’s bonus is based on the company’s, or its individual units’, performance and profitability or the successful completion of organizational measures. These objectives are specified half-annually. The CEO’s bonus may not exceed EUR 112,500 over 12 months. The CEO's term of notice is three (3) months. The CEO's severance pay is equivalent of twelve (12) months’ salary.
In 2011, Ilkka Toivola's, CEO until Sptember 30, total salary and benefits were EUR 305,000. Janne Mielck's, CEO October 1 onwards, total salary and benefits were EUR 51,000.
In addition, Janne Mielck has been granted (option rights granted to Ilkka Toivola have been returned to the company):
- On May 27, 2010, 75,000 option rights under the 2010 A-series option plan (marking price EUR 0.33).
- On April 27, 2011, 75,000 option rights under the 2010 B-series option plan (marking price EUR 0.47).
Renumeration and other benefits of the Executive Team
The Executive Team’s remuneration consists of total salary (including salary in money and fringe benefits, i.e. car and phone) as well as long- and short-term incentives. The Board decides the terms and criteria of the Executive Team’s short-term incentives (or bonuses), which are paid semi-annually. Long-term incentives include the company’s option plans, to which all members of the Executive Team are entitled. The Board decides on the option plans.
The annual short-term incentives of the company management do not exceed 55% of the base salary for the Executive Team members.
Dovre Group currently grants option rights under its 2010 option plans.
Dovre Group has not taken out any additional pension insurance for the members of its Executive Team.