Remuneration Policy for 2023
The remuneration policies for the Board of Management and Supervisory Board were reviewed by the Supervisory Board in 2020/2021 and approved at the AGM in 2021, taking into consideration input from stakeholders, the requirements of the EU Directive on the encouragement of long-term shareholder engagement (SRD II) and the Dutch regulation implementing this Directive. At the AGM in 2022, an amendment regarding the STI metrics in the Policy was approved. Operating cash flow (OCF) has been replaced by free cash flow (FCF). The amended Policy became effective (retro-actively) from January 1, 2022, and will remain effective until a new Policy is approved, which will be proposed to shareholders no later than the AGM in 2025.
Remuneration Policy for the Board of Management
The Supervisory Board has concluded the Remuneration Policy for the Board of Management, last approved at the 2022 AGM, is in line with the company’s objectives. The remuneration it provides is balanced and adequate and will remain unchanged. The disclosure on the Policy has been extended to provide additional insight to comply with SRD II. For implementation in 2023, the Supervisory Board has decided that:
- The base salary of the CEO was agreed upon when he was hired on October 1, 2022, and will remain in force until January 1, 2024. The base salary of the CFO will be increased by 3%, in line with the salary adjustments applied for AkzoNobel employees in the Netherlands
- Greg Poux-Guillaume, CEO: €1,225,000
- Maarten de Vries, CFO: €749,600
- Metrics applied for STI in 2022 were adjusted OPI and FCF, as per the Remuneration Policy, to support the company’s strategy and will continue to apply in 2023
- Metrics applied for LTI will remain the same, in line with the strategic direction of the company, and will continue to include ESG metrics
Remuneration Policy for the Supervisory Board
The Supervisory Board has concluded that the Remuneration Policy for the Supervisory Board – approved at the AGM on April 22, 2021 – is in line with the objectives of the company. The remuneration it provides is balanced and adequate and will remain unchanged. The disclosure on the Policy has been extended to provide additional insight in compliance with SRD II.
Annual General Meeting of shareholders; Extraordinary General Meeting of shareholders.
We use operational cash flow to monitor cash generation. It is defined as operating income excluding depreciation and amortization, adjusted for the change in operating working capital and capital expenditures.
Operating income is defined in accordance with IFRS and includes the relevant identified items. Adjusted operating income excludes identified items.
Annual General Meeting of shareholders; Extraordinary General Meeting of shareholders.