4.4 Legal risk - Scor
4.4 Legal risk - Scor
4.4 Legal risk - Scor
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The members of the Executive Committee do not receive directors’ fees in respect of their directorships of companies in<br />
which SCOR holds more than 20% of the capital.<br />
For additional information on stock options held by members of the Executive Committee, refer to Sections 17.2.2 - Stock<br />
options held by members of the Executive Committee and other company officers as at 31 December 2012 and 17.2.3 –<br />
Free allocation of shares to COMEX members and other company officers as at 31 December 2012.<br />
Each member of the Executive Committee benefits from the use of a vehicle for business purposes; The Chairman and<br />
Chief Executive Officer has a company car (with a shared driver).<br />
The benefits in kind and insurance services granted to the Chairman and Chief Executive Officer are presented in Appendix<br />
B - Report of the Chairman of the Board of Directors on the terms and conditions for preparing and organising the work of<br />
the Board of Directors and on internal control procedures in compliance with Article L. 225-37 of the French Commercial<br />
Code.<br />
In the event of a change in the structure of the share capital of the Company, if a member of the Executive Committee is<br />
dismissed (except for reason of serious or gross misconduct) or if he decides to resign, he will benefit from (i) a cash<br />
payment equal to the amount of fixed and variable compensations paid to him by the Group for the one financial year prior<br />
to his departure, (ii) a cash payment compensating him for his inability to exercise stock options granted prior to his<br />
departure date and which he would be unable to exercise due to the vesting period conditions set forth in the applicable<br />
stock option plan, in an amount to be determined by an independent expert using the “Black-Scholes” pricing model, and (iii)<br />
a cash payment compensating him for his inability to definitively acquire Ordinary Shares granted to him for free prior to his<br />
departure and which he would be unable to acquire due to the terms and conditions of the applicable free share allocation<br />
plan. The amount of this cash payment is equal to the product of the number of shares concerned by the average value of<br />
the opening prices of the Ordinary Shares of SCOR SE in the Paris Stock exchange during the twenty trading days<br />
preceding the date of the change in the structure.<br />
15.1.3 REMUNERATION IN THE FORM OF OPTIONS AND SHARE ALLOCATION<br />
Refer to Section 17.2. – Information on shareholdings and stock options or Company stock purchases by members of<br />
administrative and management bodies.<br />
15.2 Total amounts set aside or accrued to provide<br />
pension, retirement, or similar benefits for financial<br />
year 2012<br />
Like all the Group’s senior executives based in France and employed by the Group at 30 June 2008, the Chairman and<br />
Chief Executive Officer benefits from pension coverage capped at 50% of the average last salaries, provided in particular he<br />
has been with the Group for a minimum of five years. The rights to this pension are calculated on the basis of the average<br />
compensation received over the last five years with the Group. The right to a supplementary pension is only acquired under<br />
the condition notably that the beneficiary is a corporate officer or an employee of the Company when he claims his rights for<br />
the pension, according to the rules in force at that time.<br />
Like all senior executives employed in France , the members of the Executive Committee who joined SCOR before 30 June<br />
2008 and are employed in France, are entitled to a guaranteed capped pension plan conditioned on a minimum five years<br />
length of service with the Group, the payment of which is based on their average compensation over the last five years. This<br />
pension plan was closed to employees hired after 30 June 2008.<br />
The amount of the additional pension guaranteed by the Group varies from 20% to 50% of the average compensation over<br />
the last five years, depending on seniority acquired in the Group at retirement. The additional pension guaranteed by the<br />
Group is defined after deductions of the pensions paid out through the compulsory schemes.<br />
The pension benefits offered to the members of the Executive Committee who are not French citizens are comparable to the<br />
pension benefits offered to those who are French citizens.<br />
Two executives under a Swiss contract are entitled to a specific scheme with a guaranteed pension of 50% of the average<br />
compensation over the last five years before retirement.<br />
The total commitment of the Group for defined benefits retirement plans for the Executive Committee members (including<br />
the Chairman and Chief Executive Officer) amounts at EUR 33 million as at 31 December 2012, i.e.,13% of the total<br />
commitment of the Group for pension plans of EUR 254 million.<br />
No retirement benefit (or commitment) has been paid to the directors.<br />
Refer also to Section 20.1.6 – Notes to the Consolidated Financial Statements, Note 24 – Related party transactions and<br />
Appendix A – Unconsolidated corporate financial statements of SCOR SE, Note 6 – Contingency reserves.<br />
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