Remuneration of the directors
The Annual General Meeting (April 15, 2010) resolved that the remuneration payable to the Chairman of the Board of Directors be EUR 4,000 per month and to other Board members EUR 3,000 per month. In addition, reasonable travelling expenses for the meetings shall be compensated.
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The total remuneration of Bioties Directors in 2009 is represented in the following table.
| Board member | Board | Audit Committee | Nomination & Remuneration Committee | Total remuneration received 2009 |
|---|
Juha Jouhki | 36,000 | - | - | 36,000 |
Peter Fellner (member since 29 October 2009) | 6,000 | - | - | 6,000 |
Ann Hanham | 36,000 | - | - | 36,000 |
Bernd Kastler | 36,000 | - | - | 36,000 |
Kris Krishnan (member until 29 May 2009) | 15,000 | - | - | 15,000 |
Pauli Marttila | 18,000 | - | - | 18,000 |
Riku Rautsola | 36,000 | - | - | 36,000 |
Christoph Schröder | 36,000 | - | - | 36,000 |
Piet Serrure | 36,000 | - | - | 36,000 |
Total | 255,000 | - | - | 255,000 |
Remuneration of the Managing Director and management team
The remuneration of the Managing Director and the management team in 2009 is represented in the following table.
Function
| Fixed basic salary | Performance based bonus | Fringe benefits | Share based payments | Options exercised | Total option rights allocated | Average share price (weighted average) | 2009 total |
|---|
Managing Director | 187,887 | 40,000 | 15,336 | - | - | 2,834,000 | 0.42 | 243,223 |
Management team except Managing Director | 597,017 | - | 15,900 | - | - | 4,347,580 | 0.42 | 612,917 |
2009 total | 784,904 | 40,000 | 31,236 | - | - | 7,181,980 | 0.42 | 856,140 |
The Board of Directors assesses annually the need for bonus payments to the Managing Director and to the members of the management team. The eventual bonuses are discretionary and the payments are subject to achieving the operational goals set by the Board of Directors. In general, the amount of bonus corresponds approximately the salary of 12 months.
Since Bioties Managing Directors retirement age has not been determined, the Company is not committed to any lowered retirement age.
The Company has committed, as a part of the terms of employment of the Managing Director and certain members of the management team, to make certain contributions to a voluntary retirement insurance policy. In 2009, the related cost was approximately EUR 44,630 in relation to the Managing Director and EUR 26,720 in relation to the management team members.
The Managing Director contract may be terminated by the Company with a six month notice period and by the Managing Director with a three month notice period. If the Company terminates the contract with the Managing Director, the Managing Director is, in addition to his salary during the notice period , entitled to a severance pay corresponding to 12 months of salary.
Bonus and incentive schemes
In 2009, the Board of Directors allocated 2,000,000 option rights to the Managing Director and 4,000,000 to other management team members. Out of the option rights that have been allocated, the rights to subscribe shares with 1,500,000 of these options are conditional to achieving certain set targets by the Board of Directors.
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Updated June, 2010