Credibility Culture
Remuneration 2022
Board of Directors
This section is audited pursuant to Article 17 of the Ordinance against Excessive Remuneration in Listed Stock Corporations.
The members of the Board of Directors received a total remuneration of CHF 0.9 million in the year under review (2021: CHF 0.9 million). It consisted of a fixed remuneration, paid in cash, and included social security payments. Total remuneration remained unchanged in comparison with the prior year figures.
|
|
2022 |
||||||
in CHF 1'000 (gross), (audited) |
|
Fixed cash remuneration |
|
Social security |
|
Total fixed remuneration |
|
Expense allowance |
|
|
|
|
|
|
|
|
|
Patrick Burkhalter, Chairman |
|
254 |
|
19 |
|
273 |
|
6 |
Dr. Martin Zwyssig, Deputy Chairman |
|
124 |
|
9 |
|
133 |
|
6 |
Prof. Adrian Altenburger, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Sandra Emme, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Urban Linsi, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Stefan Ranstrand, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Total 1) |
|
874 |
|
65 |
|
939 |
|
36 |
|
|
|
|
|
|
|
|
|
Approved Remuneration by the Annual General Meeting 2022 |
|
|
|
|
|
970 |
|
|
1) The remuneration is rounded to the nearest thousand. Due to rounding, amounts may not add up precisely to the totals provided.
|
|
2021 |
||||||
in CHF 1'000 (gross), (audited) |
|
Fixed cash remuneration |
|
Social security |
|
Total fixed remuneration |
|
Expense allowance |
|
|
|
|
|
|
|
|
|
Patrick Burkhalter, Chairman |
|
254 |
|
19 |
|
273 |
|
6 |
Dr. Martin Zwyssig, Deputy Chairman |
|
124 |
|
9 |
|
133 |
|
6 |
Prof. Adrian Altenburger, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Sandra Emme, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Urban Linsi, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Stefan Ranstrand, Member |
|
124 |
|
9 |
|
133 |
|
6 |
Total 1) |
|
874 |
|
66 |
|
940 |
|
36 |
|
|
|
|
|
|
|
|
|
Approved Remuneration by the Annual General Meeting 2021 |
|
|
|
|
|
970 |
|
|
1) The remuneration is rounded to the nearest thousand. Due to rounding, amounts may not add up precisely to the totals provided.
In 2022 and 2021, none of the members of the Board of Directors received any remuneration or loans from the Group other than those disclosed in this report. No allowances or loans were paid to related parties of the members of the Board of Directors, and no remuneration was assigned to former members or related parties.
As at December 31, 2022, no credits or loans were outstanding.
Executive Committee
This section is audited pursuant to Article 17 of the Ordinance against Excessive Remuneration in Listed Stock Corporations.
The members of the Executive Committee received a total remuneration of CHF 5.3 million in the year under review (2021: CHF 5.2 million). This consisted of a fixed remuneration of CHF 2.9 million (2021: CHF 2.7 million) and a variable remuneration of CHF 2.5 million (2021: CHF 2.4 million). The base salary and the amount of target variable remuneration for all members of the Executive Committee were increased in comparison to prior year figures. In 2022, the average target achievement was 115.7% (2021: 127%). The decrease in achieving targets was due to the following factors:
- Business objectives: The variable remuneration based on the economic performance of the Belimo Group reached 120% of the target bonus and thus slightly below the 133% achievement of the previous year, with an EBIT margin of 18.0% (2021: 19.0%) and sales growth in local currencies of 11.9% (2021: 16.6%).
- Individual objectives: An average of 109% (2021: 116%) was achieved, based on individual progress with respect to strategic initiatives and personal goals. The average target achievement of the Executive Committee per Belimo value was: credibility culture 113%, operational excellence 106%, solution leadership 111%, and customer value 104%.
Performance Achievement 2022
Key Performance Indicator |
|
Purpose |
|
Achievement CEO |
|
Average Achievement other members, Executive Committee |
|
|
|
|
|
|
|
Sales growth of the Belimo Group |
|
Measures Group sales growth |
|
133% |
|
133% |
EBIT margin of the Belimo Group |
|
Measures Group profitability |
|
116% |
|
116% |
Regional sales growth |
|
Measures regional sales growth |
|
- |
|
99% |
Cost ratio of the respective Group Division |
|
Measures the profitability of the respective Group Division |
|
- |
|
121% |
Inventory to sales ratio |
|
Measures efficient inventory management |
|
- |
|
100% |
Purchasing cost reduction |
|
Measures the reduction of manufacturing costs through value engineering |
|
- |
|
133% |
Financial business objectives (weighted) |
|
|
|
125% |
|
119% |
|
|
|
|
|
|
|
Credibility culture |
|
Strengthens our culture of trust, integrity, competence, and responsibility |
|
108% |
|
114% |
Operational excellence |
|
Promotes reliable delivery of highest quality products |
|
100% |
|
107% |
Solution leadership |
|
Ensures innovation leadership in our markets |
|
110% |
|
111% |
Customer value |
|
Sharpens the focus on customer requirements for unique products and services |
|
107% |
|
104% |
Non-financial business objectives (weighted) |
|
|
|
107% |
|
110% |
In 2022, the variable remuneration amounted to 98% of the fixed remuneration for the CEO and ranged from 73% to 96% of the fixed remuneration for the other Executive Committee members.
|
|
2022 |
|
|
||||
in CHF 1'000 (gross), (audited) |
|
CEO |
|
Other members, Executive Committee |
|
Total |
|
Approved Remuneration by the Annual General Meeting 2022 |
|
|
|
|
|
|
|
|
|
Base salary |
|
520 |
|
1'811 |
|
2'331 |
|
|
Social security and pension |
|
109 |
|
355 |
|
464 |
|
|
Other benefits |
|
10 |
|
55 |
|
64 |
|
|
Total fixed remuneration 1) |
|
639 |
|
2'221 |
|
2'860 |
|
3'500 |
|
|
|
|
|
|
|
|
|
Short-term cash incentive 2) |
|
463 |
|
1'368 |
|
1'831 |
|
|
Employee Share Purchase Plan |
|
68 |
|
231 |
|
300 |
|
|
Social security and pension |
|
98 |
|
248 |
|
345 |
|
|
Total variable remuneration 1) |
|
629 |
|
1'847 |
|
2'476 |
|
3'400 |
|
|
|
|
|
|
|
|
|
Total 1) |
|
1'268 |
|
4'068 |
|
5'335 |
|
6'900 |
|
|
|
|
|
|
|
|
|
Expense allowance |
|
18 |
|
72 |
|
90 |
|
|
1) The remuneration is rounded to the nearest thousand. Due to rounding, amounts may not add up precisely to the totals provided.
2) Annual variable remuneration for 2022 paid in December 2022 and March 2023.
|
|
2021 |
|
|
||||
in CHF 1'000 (gross), (audited) |
|
CEO |
|
Other members, Executive Committee |
|
Total |
|
Approved Remuneration by the 2021 Annual General Meeting |
|
|
|
|
|
|
|
|
|
Base salary |
|
500 |
|
1'619 |
|
2'119 |
|
|
Social security and pension |
|
128 |
|
369 |
|
497 |
|
|
Other benefits |
|
9 |
|
89 |
|
98 |
|
|
Total fixed remuneration 1) |
|
637 |
|
2'078 |
|
2'714 |
|
3'000 |
|
|
|
|
|
|
|
|
|
Short-term cash incentive 2) |
|
480 |
|
1'303 |
|
1'783 |
|
|
Employee Share Purchase Plan |
|
104 |
|
237 |
|
341 |
|
|
Social security and pension |
|
101 |
|
221 |
|
321 |
|
|
Total variable remuneration 1) |
|
685 |
|
1'761 |
|
2'446 |
|
2'900 |
|
|
|
|
|
|
|
|
|
Total 1) |
|
1'321 |
|
3'839 |
|
5'160 |
|
5'900 |
|
|
|
|
|
|
|
|
|
Expense allowance |
|
18 |
|
65 |
|
83 |
|
|
1) The remuneration is rounded to the nearest thousand. Due to rounding, amounts may not add up precisely to the totals provided.
2) Annual variable remuneration for 2021 paid in December 2021 and March 2022.
In 2022 and 2021, the highest remuneration paid to a member of the Executive Committee was to Lars van der Haegen, CEO.
None of the Executive Committee members received any remuneration or loans from the Group other than those disclosed in this report. No allowances or loans were paid to related parties of the members of the Executive Committee. Remuneration of CHF 0.7 million was assigned to former members of the Executive Committee. No remuneration was assigned to related parties.
As at December 31, 2022, no credits or loans were outstanding.
Shareholdings of the Members of the Governing Bodies
No shares or options were granted to the members of the Board of Directors in the year under review.
In 2022, 2‘776 shares (2021: 2‘026 shares) were granted to the members of the Executive Committee under the Employee Share Purchase Plan. The market price of the BELIMO Holding AG share at the purchase date was CHF 435.50 (2021: CHF 535.00).
Number of shares |
|
2022 |
|
2021 |
|
|
|
|
|
Lars van der Haegen |
|
524 |
|
649 |
Other members of the Executive Committee |
|
2'252 |
|
1'377 |
Total |
|
2'776 |
|
2'026 |
As at December 31, 2022, the members of the Board of Directors and the Executive Committee (including related persons) owned the following numbers of shares of BELIMO Holding AG:
Number of shares |
|
December 31, 2022 |
|
December 31, 2021 |
|
|
|
|
|
Board of Directors |
|
|
|
|
Prof. Adrian Altenburger |
|
1'000 |
|
1'000 |
Patrick Burkhalter |
|
71'300 |
|
71'300 |
Sandra Emme |
|
400 |
|
400 |
Urban Linsi 1) |
|
160'630 |
|
160'200 |
Stefan Ranstrand |
|
325 |
|
- |
Dr. Martin Zwyssig |
|
500 |
|
500 |
Total |
|
234'155 |
|
233'400 |
|
|
|
|
|
Executive Committee |
|
|
|
|
Dr. Elena Cortona |
|
558 |
|
158 |
Gary Economides |
|
1'309 |
|
745 |
Lukas Eigenmann 2) |
|
- |
|
4'119 |
James W. Furlong |
|
1'882 |
|
1'677 |
Louis Scheidegger |
|
1'364 |
|
1'115 |
Dr. Markus Schürch |
|
797 |
|
483 |
Dr. Adrian Staufer 3) |
|
535 |
|
- |
Lars van der Haegen |
|
2'953 |
|
2'429 |
Total |
|
9'398 |
|
10'726 |
1) Urban Linsi is a member of the registered shareholder group Linsi, which holds a total of 2'400'000 voting shares.
2) Left the Executive Committee in 2022.
3) Joined the Executive Committee in 2022.
In the periods following the inception of the Employee Share Purchase Plan, the number of shares held by the Executive Committee has developed as shown below. The decrease in 2022 was attributable to the personnel changes within the Executive Committee.