2014 Registration Document and Annual Financial Report - page 137

3
Corporate GOVERNANCE
Interests and compensation
Compensation paid to other senior executives
The total gross compensation and benefits paid in 2014 by the
Group’s French and non-French companies to the members of the
Executive Committee – in its form as at December 31, 2014 and
not including the Chairman and Chief Executive Officer and the
Deputy Chief Executive Officer, whose compensation is described
above – amounted to €5,773,000, including aggregate gross variable
compensation of €1,413,000.
Provisions set aside at December 31, 2014 for pensions and other
post-employment benefits payable to senior executives are presented
in note 34 to the consolidated financial statements on page 242.
Directors’ fees
On February 21, 2012, the Board amended the provisions of its
Bylaws concerning the individual allocation of directors’ fees, notably
by increasing the variable portion based on actual attendance at
Board and Committee meetings.
Consequently:
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the annual amount of directors’ fees is divided into an amount
set aside for the Board and an amount set aside for the Board
Committees, as determined by the Board of Directors.The amount
for the Board Committees is subsequently divided equally among
the three Committees;
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one-third of the amount set aside for the Board and for each
Committee is used to pay the fixed portion of directors’ fees,
based on a lump sum determined by the Board in line with the
number of directors or Committee members concerned;
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two-thirds of the amount set aside for the Board and each
Committee is used to pay the variable portion of directors’ fees
based on a per-meeting amount set by the Board depending on
the total number of meetings held during the year;
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the Vice-Chairman of the Board of Directors receives the fixed
portion of directors’ fees payable to all directors as well as a
fixed portion corresponding to a lump sum determined by the
Board of Directors;
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Committee Chairmen receive a fixed portion of directors’ fees
equal to double the fixed portion payable to Committee members;
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directorswho also hold the position of Chairman and Chief Executive
Officer, Chief Executive Officer or Deputy Chief Executive Officer
do not receive any directors’ fees;
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directors representing employees do not receive any directors’
fees. The directors’ fees that they would have received are not
distributed and instead the Group has pledged to allocate the
equivalent amount to supporting Group employees in difficulty;
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directors’ fees are paid no later than three months following the
end of the fiscal year for which they are due.
Based on the maximum gross amount of €575,000 in directors’
fees approved by shareholders at the Annual Meeting on May 30,
2011, the Board allocated a total gross amount of €541,241 to its
members for 2014 in accordance with its amended Bylaws. The
following table shows a breakdown of directors’ fees paid to the
Board’s members in 2013 and 2014.
Table 4: Directors’ fees and other compensation paid to non-executive directors
Board member
(in euros)
Due for the year
Paid during the year
2013
2014
2013
2014
Fixed
portion
Variable
portion
Fixed
portion
Variable
portion
Fixed
portion
Variable
portion
Fixed
portion
Variable
portion
Jean-Paul Bailly
23,413
51,120 18,154
47,901 30,000
32,745 23,413
51,120
Thomas J. Barrack
7,117
5,942
N/A
N/A 21,000
17,901
7,117
5,942
Sébastien Bazin
(1)
10,517
22,582
N/A
N/A 27,000
27,588 10,517
22,582
Philippe Citerne
38,014
37,033 41,332
42,274 69,000
42,056 38,014
37,033
Iliane Dumas
(2)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Mercedes Erra
15,259
33,285 15,820
36,689 21,000
24,803 15,259
33,285
Sophie Gasperment
18,247
43,990 18,461
40,361 21,000
22,921 18,247
43,990
Jonathan Grunzweig
N/A
N/A 6,493
10,062
N/A
N/A
N/A
N/A
Iris Knobloch
10,075
21,195 13,675
28,710
N/A
N/A 10,075
21,195
Bertrand Meheut
19,935
33,967 18,958
31,681
27,000
27,588 19,935
33,967
Virginie Morgon
15,946
35,637 13,675
34,261 24,000
32,470 15,946
35,637
Nadra Moussalem 10,918
24,414
17,657
44,277
N/A
N/A 10,918
24,414
Patrick Sayer
22,191
48,387 22,442
38,357
27,000
25,706 22,191
48,387
(1) Directors’ fees paid in relation to Mr. Bazin’s position as director up until August 27, 2013, the date on which he was appointed Chairman and Chief Executive Officer.
(2) In accordance with Article 8 of the Board of Directors’ Bylaws, the director representing employees does not receive directors’ fees. Accor has pledged to allocate the
equivalent amount to the Solidarity Accor fund.
Registration Document 2014
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