Danone // 2020 Universal Registration Document
6 corporate governance 6.3 Compensation and benefits of governance bodies DANONE UNIVERSAL REGISTRATION DOCUMENT 2020 247 Compensation policy for executive corporate officers for 2021 Compensation structure summary As a reminder, components of variable annual or, where applicable, extraordinary compensation granted to the Chief Executive Officer for the previous year may be paid only after the relevant components have been approved by the Shareholders’ Meeting under the conditions set out in Article L.22-10-34 II of the French Commercial Code. Director’s compensation Danone policy on the compensation of directors (see section Compensation policy for Directors hereinafter) is to not pay executive corporate officers any compensation for their directorship. Fixed compensation and other benefits Fixed compensation • compensates the duties incumbent in the office held and the level of responsibility; • is decided by the Board of Directors on the basis of the Governance Committee’s opinion, in accordance with the principles presented above and taking into account their duties, their experience and market practices, in line with the collective principles that Danone applies to around 1,600 senior executives worldwide; • is reviewed at relatively long intervals. For example, the fixed compensation of Mr. Emmanuel FABER, amounting to a million euros, has not changed since 2014, with the exception of 2020 when the Board of Directors decided, in the very specific context of the Covid-19 health crisis, to reduce his annual fixed compensation by 30% on a one-time basis from July 1 to December 31, 2020. Benefits in kind • benefits in kind may be granted only if they comply with Danone’s policy (such as access to the car and driver pool). Social security benefits • Group insurance, healthcare and pension benefits identical to those of all of the Company’s executives. Performance conditions noted over 3 years and continuous employment condition over 4 years Performance conditions noted over three years Economic Economic Annual performance conditions Cash Cash DANONE shares Cash Fixed depending on experience and level of responsibility Social, societal and/or environmental Long-term in shares GPS Long-term in cash GPU (a) Variable annual Fixed annual Components of fixed compensation Compensation components under performance conditions (a) As part of the simplification of its compensation, the Board has not granted any Group performance units to Emmanuel FABER since 2017. Economic Managerial Social, societal and/or environmental Social, societal and/or environmental
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