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Financial Reporting - Rexel

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23. | RELATED PARTY TRANSACTIONS<br />

Executive compensation<br />

Expenses relating to compensation of the executive committee members of the Group are as follows:<br />

For the year ended December 31,<br />

(in millions of euros) 2011 2010<br />

Salaries and other short-term benefits …………………………. 12.4 11.1<br />

Post-employment benefits (service costs) …………………….…… 0.9 2.4<br />

Indemnities at termination of contract …………………………….… - 0.6<br />

Free shares and stocks options (1) …………………………………… 3.8 2.2<br />

(1)<br />

Share-based payment expense is detailed in Note 15.1 – Free shares schemes<br />

Salaries and other short-term benefits comprise the social security contributions and payroll taxes paid by<br />

the Group.<br />

In the event of a breach of employment contract, the Group could have to compensate the executive<br />

committee members a total amount of €13.4 million.<br />

24. | LITIGATION<br />

24.1 | Litigation<br />

The <strong>Rexel</strong> Group is subject to legal, administrative and regulatory proceedings in the normal course of its<br />

business. A provision is recognized in the balance sheet when it is probable that an outflow of economic<br />

benefits from <strong>Rexel</strong> or one of its subsidiaries will be required to settle the obligation and when the amount<br />

can be estimated reliably.<br />

The principal proceedings are set out below.<br />

Litigation relating to Elettroveneta<br />

During 2007, <strong>Rexel</strong> Italia, an indirect subsidiary of <strong>Rexel</strong>, considered the acquisition of Elettroveneta, an<br />

Italian corporation operating mainly in the region of Veneto. In 2007, further to a disagreement on the price,<br />

the signature of the agreement was cancelled. On July 31, 2008, the shareholders of Elettroveneta filed a<br />

claim with the court of Monza against <strong>Rexel</strong> Italia, <strong>Rexel</strong> SA and its manager based on the allegation that an<br />

agreement on the price had been reached and that an agreement therefore existed between the parties<br />

despite the lack of signature.<br />

Elettroveneta’s shareholders have filed a claim with the Court of Monza to be indemnified for the losses<br />

suffered, for a minimum amount of €24.8 million excluding interest. The Court of Monza recognized that it<br />

was not competent to rule on the matter and dismissed itself. The proceedings were reinstated soon<br />

thereafter by Elettroveneta before the Court of Milano. On November 15, 2011, the Court of Milano ruled in<br />

favor of <strong>Rexel</strong>.<br />

On January 31, 2012, the parties entered into a transaction to settle any claim in connection with the<br />

possible acquisition of Elettroveneta by <strong>Rexel</strong> Italia and to the case filed before the Court of Milano. As part<br />

of this settlement <strong>Rexel</strong> Italia paid €160,000 to Elettroveneta’s shareholders.<br />

Asbestos litigation<br />

The Group is party to several proceedings relating to exposure to asbestos-containing materials in the United<br />

States. The Group believes that the risk of it being ordered to pay significant amounts in connection with<br />

these proceedings is limited, and that these lawsuits will not therefore have, individually or as a whole, a<br />

material adverse effect on its financial condition or results of operations, since the claims may be rejected or<br />

settled for amounts partially or fully covered by <strong>Rexel</strong>’s insurance policies. Considering the wide range of<br />

these claims, the different stages in the proceedings, the number of defendants and the absence of any<br />

individual claim against the Group, the Group cannot give any assurances in this respect, nor can it predict<br />

with certainty what the outcome of these lawsuits will be. Based on the current situation, the Group is<br />

therefore unable to predict the financial consequences that may result from these proceedings.<br />

77

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