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talanx group annual report 2011 en

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Nature of risks Notes on the balance<br />

Notes on the balance<br />

sheet – assets<br />

sheet – liabilities<br />

Notes on the<br />

statem<strong>en</strong>t of income<br />

Share-based remuneration<br />

Other information<br />

List of shareholdings<br />

The following share-based remuneration schemes were operating within the Group in the <strong>2011</strong><br />

financial year:<br />

stock appreciation rights scheme (ABR) of Hannover Rückversicherung AG (operating since 2000)<br />

share award scheme (share-based remuneration in the form of virtual shares, operating since<br />

<strong>2011</strong>)<br />

These schemes and their impact on the profit for the year and the Group’s net assets, financial position<br />

and net income are described below.<br />

Stock appreciation rights scheme of Hannover Rückversicherung AG<br />

With the approval of the Supervisory Board, the Executive Board of Hannover Rückversicherung AG<br />

introduced a virtual stock option scheme with effect from 1 January 2000 that grants stock appreciation<br />

rights to certain managerial staff. The cont<strong>en</strong>t of the stock option scheme is based solely<br />

on the Conditions for the Granting of Stock Appreciation Rights. All members of the Hannover Re<br />

Group’s s<strong>en</strong>ior managem<strong>en</strong>t are eligible for the award of stock appreciation rights. Exercising the<br />

stock appreciation rights does not <strong>en</strong>title the holder to demand actual Hannover Re shares but only<br />

to paym<strong>en</strong>t of a cash amount linked to the performance of Hannover Re’s shares. Recognition of<br />

transactions involving stock appreciation rights with cash settlem<strong>en</strong>t is governed by the requirem<strong>en</strong>ts<br />

of IFRS 2 “Share-based Paym<strong>en</strong>t.”<br />

For the year under review, a resolution passed by the Supervisory Board on 8 November 2010 revoked<br />

the Conditions for the Granting of Stock Appreciation Rights in respect of any stock appreciation<br />

rights that could have be<strong>en</strong> granted to the Executive Board members on the basis of those<br />

Conditions (partial termination). Stock appreciation rights that have already be<strong>en</strong> assigned may be<br />

exercised up at the time of their expiry. The Conditions continue in force with regard to all other<br />

<strong>en</strong>titled managerial staff in the year under review.<br />

Stock appreciation rights were first granted for the 2000 financial year and are awarded separately<br />

for each subsequ<strong>en</strong>t financial year (allocation year), provided that the performance criteria defined<br />

in the Conditions for the Granting of Stock Appreciation Rights are satisfied.<br />

The internal performance criterion is achievem<strong>en</strong>t of the target performance defined by the Supervisory<br />

Board, which is expressed in terms of the diluted earnings per share (EPS) calculated in accordance<br />

with IAS 33 “Earnings per Share.” If the target EPS is surpassed or undershot, the provisional<br />

basic number of stock appreciation rights initially granted is increased or reduced accordingly to<br />

produce the EPS basic number. The external performance criterion is the developm<strong>en</strong>t of the share<br />

price in the allocation year. The b<strong>en</strong>chmark used in this regard is the (weighted) RBS Global Reinsurance<br />

Index. This index maps the performance of listed reinsurers worldwide. Dep<strong>en</strong>ding upon the<br />

ext<strong>en</strong>t to which this index is out- or underperformed, the EPS basic number is increased – subject<br />

to a cap at 400% of the EPS basic number – or reduced – but by no more than 50% of the EPS basic<br />

number.<br />

Talanx Group. Annual Report <strong>2011</strong><br />

275

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