Corporate Governance

Remuneration Principles

The following guidelines for remuneration to senior executives, approved by the AGM 2016, are applied. The guidelines reflect Meda’s need to be able to recruit and motivate qualified employees via compensation that is competitive in various countries. The Group’s executive management team consists of the CEO and such senior executives representing management functions reporting directly to the CEO.

The guideline for remuneration and other employment terms for the company's Group executives are based on existing agreements and mean:

(i) that Meda strives to offer its senior executives market-based remuneration/compensation,

(ii) that the criteria is based on the significance of responsibilities, competence requirements, experience, and performance, and

(iii) that the remuneration consists of:

  • Fixed basic salary
  • Short-term variable pay
  • Long-term variable pay
  • Pension benefits
  • Other benefits and severance terms and conditions

Distribution between base salary and variable pay shall be proportionate to the executive’s responsibility and authority levels.

Short-term variable pay is entirely performance-based, partly on Group profit and partly on individual qualitative parameters. The variable pay, in case of the CEO, must not exceed 80 percent  of the fixed base salary and, in the case of other senior executives, must not exceed 50 percent of the fixed base salary.

The long-term variable pay may include one or several share-related incentive programs.

Pension benefits shall reflect customary market terms. Pension basing salary consists of base salary and variable pay. Other benefits will be mainly a company car. Further benefits may be customary benefits in connection with an executive moving for work abroad. Such benefits may include temporary accommodation, tuition fees, moving costst, tax filing assistance and similar benefits.

Base salary during the period of notice for termination and severance pay shall together not exceed an amount equivalent to two years’ fixed and variable remuneration.

Issues concerning remuneration to Meda’s senior executives are dealt with by the remuneration committee in preparation for decisions by the board of directors. The board of directors has the right to deviate from the guidelines for remuneration to senior executives described above if special reasons exist to do so.

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