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Compensation policy and objectives

Principles and objectives

The fundamental principle that orients the Group's choices is its commitment to combining economic and social value, with the aim of satisfying the legitimate expectations of all stakeholders.

The sense of responsibility that distinguishes the company's ethics and its corporate mission translates into an equally responsible approach to remuneration. The Group's remuneration policy has thus been designed in order to improve corporate performance and create value in the medium- to long-term.

The company's general policies in remunerating executives have been designed to attract, motivate and retain human resources who possess the professional qualities needed to effectively pursue the Group's objectives.

These policies have been defined in such a way as to align the management's interests with those of shareholders, the primary goal being the creation of sustainable value in the medium- to long-term, by consolidating the relation that ties compensation to performance, whether pertaining to individuals or the Group as a whole.

The remuneration policy for senior managers has been drawn up on the basis of the following principles:

Constant attention to external markets

 
  • among which the Group's own sector, to ensure the company has a comparable remuneration package, with the twofold aim of retaining executives and keeping costs down
 

Internal coherence

 
  • ensuring that the pay grade matches the complexity of the job in question
 

Methodologies used in job evaluation

 
  • using and constantly updating job evaluation methods, with a view to ensuring uniform and coherent salary analyses and comparisons
 

The current remuneration package is aimed at preventing management from making decisions that would expose the Company to excessive risks or potentially lead the Group's results to become non-sustainable in the medium- to long-term.

 

Governance of the process involved in remuneration

Remuneration policies for the Hera Group's senior management involve the following bodies:

Individual receiving remunerationDeliberative bodyBody responsible for proposals
ChairmanBoard of DirectorsRemuneration committee
Chief Executive OfficerBoard of DirectorsRemuneration committee
General Manager - OperationsBoard of DirectorsRemuneration committee


Remuneration policies for executive directors are thus proposed by the Remuneration committee to the Board of Directors, which then approves any type of supplementary remuneration.

The Chairman proposes policies for Group directors to the Remuneration committee, which expresses its opinion and presents the policies to the Board of Directors. It is furthermore charged with defining the amount of remuneration to be given to the Group's various managers.

The technical aspects of this process are attended to by the Group Director of Human Resources and Organisation, who is responsible for implementing these policies.

Remuneration committee

The Remuneration Committee's task is to formulate proposals put to the Board of Directors for the remuneration of the Chairman, the Vice-Chairman, the CEO and the General Director. It is also charged with providing the proposals to be used in adopting general criteria for executive remuneration, on the basis of the indications provided by the Executive Chairman.

The Committee also regularly evaluates the adequateness, overall coherence and concrete application of the general policy adopted in remunerating Executive Directors and the General Manager - Operations.

Note that Chairman Giovanni Basile has specific experience in the area of finance, held to be adequate by the Board of Directors at the time of appointment.

 

Page updated 11 April 2018

 
 
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