Remuneration & remuneration committee
Remunerations to Board members are determined annually by the Annual General Meeting. Board members who are employed by the company will not receive any board remuneration.
The Board of Directors has also established a special remuneration committee. The remuneration committee has an advisory function and a preparatory function as regards matters on which decisions must be taken, before they are addressed and decided upon by Inwido’s Board of Directors. The remuneration committee works in accordance with rules of procedure adopted by the Board of Directors. The main duties of the remuneration committee are to prepare decisions by the Board of Directors on issues concerning remuneration principles, remuneration and other employment terms for Company management; to monitor and assess variable remuneration programmes for Company management; and to monitor and assess the application of the guidelines for remuneration to the executive management decided upon by the Annual General Meeting, as well as applicable remuneration structures and remuneration levels in Inwido.
In accordance with Inwido’s guidelines, remunerations to senior executives shall be based on current terms and conditions in the local market and shall consist of a balanced mix of fixed salaries, variable remuneration, pension benefits, other benefits and severance terms:
- Cash remuneration shall consist of fixed salary and variable remuneration, which shall be commensurate with the executive’s responsibilities and authority.
- Variable remuneration shall be based on outcomes in relation to set targets. Variable cash remuneration shall be maximized and may not exceed 50 percent of fixed annual salary.
- Variable remuneration may also be paid in the form of long-term incentive plans.
- Variable remuneration programmes are to be designed so that, if exceptional economic conditions prevail, the Board of Directors can limit or withhold payment of variable remuneration if doing so is deemed reasonable and consistent with the Company’s responsibilities to its shareholders, employees and other stakeholders.
- Pension benefits shall consist of defined contribution pension plans. The President’s retirement age shall be 60 years and for other senior executives it shall be 65. For members of Company management, at most 50 percent of maximum variable remuneration shall be pensionable. In the case of the President, pension provisions shall amount to 30 percent of fixed salary.
- A portion of salary may be exchanged for a car benefit, although the Company shall be restrictive with benefits other than fixed salary, variable remuneration and pension benefits.
- Fixed salary during the period of notice and severance pay shall not exceed an amount corresponding to fixed salary for a period of 12 months. For the President, the corresponding period is 18 months.
- The Board of Directors shall be entitled to deviate from the guidelines in individual cases where there are specific reasons to do so. In such cases, the reasons shall be reported to the subsequent Annual General Meeting.
- If a Board member conducts work on Inwido’s behalf in addition to his/her work on the Board of Directors, it shall, be possible to pay consultancy fees and other remuneration.
Detailed information on the remuneration paid in 2018 is available in Note 8 of Inwido’s Annual Report.