Remuneration policy of Société Générale Securities Services GmbH

Transcription

1 Remuneration policy of Société Générale Securities Services GmbH As of March 2016

2 Contents I. Introduction... 3 II. Legal standards and codes... 4 III. Employee groups covered... 4 IV. Risk profile of the company necessity for a remuneration committee... 4 V. General remuneration system... 4 VI. Remuneration components... 5 VII. Annual review... 6 VIII. Supervisory Board... 6 Page 2 of 6

3 I. Introduction This remuneration policy describes the context and goals of our remuneration policy. In addition, employee groups are presented, taking the ESMA guidelines into account. Moreover, it provides insight into the various remuneration models and components applicable to each employee group. Competitive remuneration enables the acknowledgement of the qualifications and performance of our employees and takes account of the interests of the individual employee groups. A basic distinction is made between employees, executives, managing directors and trainees; a further differentiation is made according to identified staff (defined employees with control functions or risk bearers). Page 3 of 6

4 II. Legal standards and codes As an investment management company, Société Générale Securities Services GmbH (SGSS) is subject to supervision by BaFin; the KAGB [German Capital Investment Act], including the requirements on remuneration systems pursuant to 37 KAGB, apply to it. This remuneration policy is therefore based on 37 KAGB in combination with Annex II Directive 2011/61/EU (AIFMD) and especially the guideline of the ESMA that entered into force in July 2013 Guidelines on sound remuneration policies under the AIFMD, which must be applied since the financial year If necessary, the remuneration policy will be adjusted in the event of an amendment of the corresponding regulations. III. Employee groups covered As a rule, all employees of the SGSS are subject to the general supervisory law requirements for remuneration systems. IV. Risk profile of the company necessity for a remuneration committee The Supervisory Board of SGSS voluntarily maintains a committee responsible for remuneration questions. The Supervisory Board committee deals intensively with the remuneration systems of the SGSS in general and the variable remuneration in particular; among other things, it takes care that no guarantee bonuses are granted. V. General remuneration system The overall remuneration of the management and the employees includes both fixed as well as variable components and is oriented to the achievement of the targets set down in the business and risk strategy. The fixed component of the remuneration represents the main component of the remuneration; the remuneration system is appropriately designed for all parties. The proportion of the fixed remuneration to the overall remuneration is set in such a ratio that no negative incentives are created to enter into disproportionally high risks on account of a significant dependence on the variable remuneration. The remuneration system is thereby oriented to the remuneration guidelines of the Société Générale. Page 4 of 6

5 In the last three years the ratio between the fixed and the variable compensation components has been 10:1 on average. The annual bonus budget for employees is determined on the one hand by the management of SGSS in consultation with the Supervisory Board while taking the business result into account and by the Société Générale Group on the other, pursuant to the currently applicable group structure,. Determination of the budget normally occurs in January for the preceding year. The management and the identified staff at least are forbidden to undertake personal hedging or other countermeasures to restrict or annul the risk-orientation of their remuneration. VI. Remuneration components In general, the remuneration of the identified staff consists of a contractually agreed fixed salary, paid out in 12 equal instalments and a bonus. A portion of the bonus is only retained if it exceeds 100,000 euros per year. In this case, 40% of the bonus is retained for a period of three years; in the remuneration system of SGSS, the variable components do not constitute a particularly high amount (all bonuses are less than the respective fixed salary) so that retention of a higher amount is unnecessary. At SGSS, there is no coupling of the remuneration to the performance of the investment funds managed by it. This consequently has no direct influence on either the fixed or the variable compensation. Page 5 of 6

6 Additional payments For some SGSS employees, receiving free share awards as an addition to the overall remuneration is also possible; in addition there are company cars and several other additional payments whose relevance is currently still under examination. Pension plan The company is a member of BVV (BVV Versicherungsverein des Bankgewerbes a.g.). This measure of occupational pension planning is subject to strict regulations. The contributions are borne both by the employees and the company and depend on the amount of the fixed salary. There are also other provision models for individual employees derived from pension plans, but which are likewise subject to strict regulations and whose contribution level cannot be influenced by the employee. VII. Annual review The management undertakes a general check of the salaries once a year. Moreover, it determines the general principals of the remuneration, checks their appropriateness regularly (at least once a year) and is responsible for their implementation. At the same time, it ensures that the remuneration policy is compatible with the business strategy, objectives, risk profile and values and interests of the company. It is supported in this task by the head of the compliance department, who checks the influence of the remuneration system on observance of the statutory and internal guidelines and by the head of the risk management department, who checks to what extent the variable remuneration influences the risk profile of the company. A conflict of interests regarding the variable targets is avoided in the annual target agreement of these control bodies. VIII. Supervisory Board The Supervisory Board of SGSS is informed at least once a year of the configuration of the remuneration system in the scope of the Supervisory Board meeting. As a result, it can form its own verdict on the appropriateness of the remuneration system and satisfy itself of its proper implementation and the compatibility with sound and effective risk management. Page 6 of 6