Remuneration
As confirmed by the Annual General Meeting 2009, annual fees for members of Outokumpu's Board of Directors are as follows: Chairman EUR 70 000, Vice Chairman EUR 43 000 and other members EUR 34 000. All members of the Board of Directors are to be paid a meeting fee of EUR 600 (EUR 1 200 for non-Finnish members). The meeting fee is also payable for meetings of Board committees.
The period of notice for the CEO is six months on both sides. If Outokumpu terminates the CEO's employment for a reason or reasons unconnected with his performance or events interpreted as him having failed in his duties, the company will make a compensation payment. The amount of this payment will total the CEO's basic salary in the preceding 24 months plus the monetary value of his employee benefits at the moment of termination.
The performance-related incentive paid to the CEO and members of the Group Executive Committee in addition to their salary and employee benefits for the year 2010 is determined on the basis of achieving the Group's ROCE (return on capital employed) target, the operating profit margin compared with a peer group, operational (safety and delivery reliability) targets and individual targets set separately. For the CEO, the maximum amount of this incentive is 75% of annual base salary, for other members of the Group Executive Committee it is 60%. The total amount of short and long-term incentives must not exceed 200% of annual salary. If the limit is exceeded, the share based incentive will be reduced accordingly.
No separate remuneration is paid to the CEO or members of the Group Executive Committee for membership of the Committee or of the Group's other internal governing bodies. Members of the Group Executive Committee are entitled to retire at the age of 60. In December 2009, the Board of Directors confirmed that the retirement age is 63 for new members of the Group Executive Committee. For Finnish members of the Group Executive Committee appointed before January 1, 2007, pension benefits amount to 60% of the total average annual salary in the last five full years of service. For the other Finnish members of the Group Executive Committee, the targeted pension is 60% of annual salary at the age of 60. Earnings from the year of joining, including fringe benefits but not including performance-related incentives, are used as the basis for the insurance premium. The maximum premium is 25% of annual earnings.
The company has not provided any guarantees or other similar commitments on behalf of the members of the Board of Directors. No members of the Board of Directors or the Group Executive Committee, or closely-related persons or institutions, have any significant business relationships with the company.
| 2009 | ||||
| € | Salaries and fees with employee benefits |
Performance/ project-related bonuses |
Share-based payments | Total |
| Board of Directors | ||||
| Chairman of the Board, Johansson | 76 600 | - | - | 76 600 |
| Vice Chairman of the Board, Soila | 47 800 | - | - | 47 800 |
| Board memeber, Henkes | 44 800 | - | - | 44 800 |
| Board memeber, Kilpelä | 40 600 | - | - | 40 600 |
| Board memeber, de Margerie | 41 200 | - | - | 41 200 |
| Board memeber, Nilsson-Ehle | 44 800 | - | - | 44 800 |
| Board memeber, Oksanen | 9 100 | - | - | 9 100 |
| Board memeber, Pesonen | 31 933 | - | - | 31 933 |
| Board memeber, Saarinen | 40 600 | - | - | 40 600 |
| CEO | 740 295 | 183 300 | 285 754 | 1 209 349 |
| Deputy CEO | 376 721 | 101 906 | 142 877 | 621 504 |
| Other Group Executive Committee members | 1 594 596 | 302 513 | 373 467 | 2 270 576 |
| 2008 | ||||
| € | Salaries and fees with employee benefits |
Performance/ project-related bonuses |
Options | Total |
| Board of Directors | ||||
| Chairman of the Board, Johansson | 67 800 | - | - | 67 800 |
| Vice Chairman of the Board, Soila | 37 050 | - | - | 37 050 |
| Board member, Henkes | 45 500 | - | - | 45 500 |
| Board member, Härmälä | 15 000 | - | - | 15 000 |
| Board member, Kilpelä | 29 700 | - | - | 29 700 |
| Board member, de Margerie | 44 300 | - | - | 44 300 |
| Board member, Nilsson-Ehle | 47 700 | - | - | 47 700 |
| Board member, Oksanen | 37 900 | - | - | 37 900 |
| Board member, Saarinen | 37 800 | - | - | 37 800 |
| Board member, Turunen | 8 200 | - | - | 8 200 |
| CEO | 758 573 | 402 052 | 930 512 | 2 091 137 |
| Deputy CEO | 390 774 | 162 512 | - | 553 286 |
| Other Group Executive Committee members | 1 516 205 | 585 052 | 394 428 | 2 495 685 |