Page 64 - Mantena Annual report 2019

March 2020
STATEMENT ON THE DETERMINATION OF SALARIES AND OTHER REMUNERATION TO SENIOR EXECUTIVES IN MANTENA AS AND ITS WHOLLY OWNED SUBSIDIARIES
Adopted: 25 March 2020.
Mantena’s competitiveness, continued growth and profitability depend on motivated employees and capable managers. For this, it is important that individuals’ salary and compensation should be perceived as predictable and fair, but this is not the only consideration. Salary and other compensation should be a motivating factor to produce the highest possible returns over time, and this should be reflected in the criteria applied
to ensure that long-term objectives are prioritised over short-term. Underlying operations should take precedence
over short-term gains. Mantena has a uniform pay policy
and a salary system that aims to promote results and to be attractive, but not to lead the market. When a senior executive is employed in Mantena, it is on competitive terms, and any supplements paid in subsequent years should in principle use the same percentage applied to all employees of the company. Mantena’s remuneration policy is rooted in the company’s goals and values.
This statement applies to the managing director and directors who report to the managing director of Mantena AS. The statement also applies to the managing director and directors who report to the managing director of Mantena AB. This Group is referred to as senior executives.
Decision-making process
The compensation scheme is determined by the Board of Directors and consists of basic salary, pension and benefits in kind, plus a bonus scheme for the Managing Director.
The Managing Director’s compensation package is determined by the Board of Directors. The Board of Directors approves the principles behind the compensation scheme for other senior executives based on the recommendations of the Managing Director. The assessments are usually made in the first quarter of each year, subject to agreement between the management and the trade unions on the pay settlement.
In 2019, a 3.2% pay rise was agreed with the unions in Norway and a 2% rise in Sweden. These percentages were then applied to the pay of senior executives in Norway and Sweden respectively. Two exceptions were made; one person received a higher percentage and one a lower percentage to address unfair differences.
For 2020 the same procedure will be followed.
Guidelines for salaries and benefits in kind
The compensation of the Managing Director and senior executives must reflect the responsibilities and complexity of
the job and the need to be attractive in the labour market. The compensation must be transparent and consistent with the principles of good corporate governance.
The main element is the basic salary which should in principle rise in step with the pay of all employees in the company,
i.e. the same percentage increase should be used for senior executives as for all other employees. If there is a need for a smaller or greater adjustment of salary for some people, this must be justified separately and discussed with the Board. The basic salary is adjusted each year. There is also a car allowance for the management team in Mantena AS, which follows the government regulations, except for one person. The management team in Mantena AB each have a free car. This is taxed (by the Norwegian Tax Administration) as salary.
Senior managers in Mantena AS have benefits in the form of mobile phones and broadband, and a newspaper. Broadband access will no longer be covered from 2020 but will be made up with a supplement to salary equivalent to the value of the benefit.
Senior managers in Mantena AB have mobile phones but not broadband. The mobile is regarded as a work tool and is not taxed in Sweden.
Bonus scheme
Only the Managing Director has a bonus scheme in Mantena. The bonus scheme is intended to promote value creation
and profit for the company and offer an incentive for extra effort. The scheme has an upper limit of three months’ salary. The criteria are determined by the Board each year and are made up of quantitatively measurable criteria that reflect the challenges for the coming year such as results, sickness absence and HSE.
The criteria for and weighting of any bonus payment are laid down in a written agreement with the Managing Director. Target attainment is measured after the financial statements have been approved. A new Managing Director was employed by Mantena in 2019. No bonus agreements were entered into for the MD, because he would not have any material impact on results in 2019, as he only took up his position on 1 June.
A written bonus agreement will be entered into with the MD, with measurable criteria based on budgets and major targets for 2020.
For 2019, a written bonus agreement was entered into with the finance director for the period he was to serve as acting
64 Annual report 2019