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DANONE
REGISTRATION DOCUMENT 2015
Corporate Governance
6.3 Compensation and benefits of corporate officers and governance bodies
277
Details of annual compensation and benefits due and paid to the corporate officers
Amount of annual compensation due and paid and benefits of any kind granted during fiscal years 2014 and 2015 to the corporate
officers (information required by the French Financial Markets Authority recommendation related to disclosures in registration
documents on the compensation of corporate officers – Table 2 of the French Financial Markets Authority nomenclature)
Year ended December 31
(in €)
2014
2015
Name
Amounts due
Amounts paid
Amounts due
Amounts paid
Franck RIBOUD
Annual fixed compensation
(a)
1,287,500
1,287,500
2,000,000
2,000,000
Annual variable compensation
1,594,688
893,025
N/A
1,594,688
Benefits of any kind
(c)
4,620
4,620
4,620
4,620
Annual compensation
2,886,808
2,185,145
2,004,620
3,599,308
Multi-annual variable
compensation
(b)
675,000
1,000,000
N/A
463,250
Extraordinary compensation
N/A
N/A
N/A
N/A
Directors' attendance fees
(d)
N/A
N/A
N/A
N/A
Total
3,561,808
3,185,145
2,004,620
4,062,558
Emmanuel FABER
Annual fixed compensation
(a)
761,125
761,125
1,000,000
1,000,000
Annual variable compensation
693,190
355,320
1,240,000
693,190
Benefits of any kind
(c)
4,620
4,620
4,620
4,620
Annual compensation
1,458,935
1,121,065
2,244,620
1,697,810
Multi-annual variable
compensation
(b)
486,000
560,000
580,000
350,625
Extraordinary compensation
N/A
N/A
N/A
N/A
Directors' attendance fees
(d)
N/A
N/A
N/A
N/A
Total
1,944,935
1,681,065
2,824,620
2,048,435
(a) Gross amount. The amounts due correspond to amounts allocated in respect of the current fiscal year. The amounts paid correspond to amounts actually
paid during the fiscal year and include amounts due in respect of the previous fiscal year.
(b) The amounts due correspond to the maximum value of the GPU during the year. The amounts paid correspond to the GPU actually paid during the year.
(c) Benefits of any kind correspond to the pool of cars and drivers made available to all executives.
(d) The two corporate officers are not eligible to receive attendance fees.
2015 annual fixed compensation
The fixed compensation of Mr. Franck RIBOUD, in his capacity as
Chairman of the Board of Directors, due for 2015 remained stable
relative to that received in 2014 and totaled €2 million.
The amount of this compensation was confirmed by the Board of
Directors, at the recommendationof theNominationandCompensation
Committee, at its meeting on February 22, 2016 given, in particular,
the expanded role of the Chairman of the Board and Mr. Franck
RIBOUD's seniority at Danone. In addition, the Board of Directors
stressed the exemplary nature and smoothness of the transition
underway and believed that, in light of the effectiveness of the current
scheme and the satisfactory pace of the transfer process, it was in
Danone's interest that Mr. Franck RIBOUD continues to carry out
more extensive duties as Chairman.
In 2015, in addition to organizing the work of the Board of Directors
and as part of his enhanced duties as Chairman, Mr. Franck RIBOUD
was actively involved in several projects, including in particular
the following:
•
creation and chairmanship of the Board of Directors' new com-
mittee, the Strategy Committee;
•
regular high-level meetings with government authorities of
several strategic countries of importance for Danone (Russia,
China, Argentina, France, etc.);
•
representation of Danone at major international economic fo-
rums (Boao Forum in China, Franco-German Meetings, Gaidar
Forum in Russia, etc.);
•
relations with Danone's longtime strategic partners, non-con-
trolling shareholders of certain Danone subsidiaries (particularly
in Russia) and companies in which Danone has a non-controlling
interest (e.g. in Japan, North Africa and Latin America);
•
involvement in certain negotiations, at the request of General
Management;
•
introduction of the new Chief Executive Officer to Danone's major
strategic customers;
•
active involvement in implementing the new initiatives related
to Danone's dual economic and social project, including in par-
ticular the creation of the L3F Investment Fund in association
with the Mars Company;