Vaisala's Board of Directors approves the company's bonus plans and their target groups annually. The Board also decides on the compensation of the President & CEO and confirms the compensation of the direct reports of the President & CEO. The CEO confirms the compensation of the other members of the Management Groups.
Remuneration of the Board of Directors
The 2012 Annual General Meeting decided that the annual remuneration of the Chairman of the Board of Directors is 35,000 euros, and the annual remuneration of a member 25,000 euros. The Annual General Meeting decided in addition that the compensation for the Chairman of the Audit Committee is 1,500 euros per attended meeting and 1,000 euros per attended meeting for each member of the Audit Committee. The chairman as well as the members of other committees established by the Board of Directors would receive same compensation as the members of the Audit Committee. Vaisala's Board members do not receive any other financial benefits.
Vaisala does not have a full-time Chairman of the Board.
| Raimo Voipio |
35 000 |
35 000 |
35 000 |
35 000 |
30 000 |
|---|
| Yrjö Neuvo |
25 000 |
25 000 |
25 000 |
25 000 |
20 000 |
|---|
| Maija Torkko |
25 000 |
25 000 |
25 000 |
25 000 |
20 000 |
|---|
| Stig Gustavson |
25 000 |
25 000 |
25 000 |
25 000 |
20 000 |
|---|
| Mikko Niinivaara |
25 000 |
25 000 |
25 000 |
25 000 |
20 000 |
|---|
| Mikko Voipio |
25 000 |
25 000 |
25 000 |
25 000 |
20 000 |
|---|
Remuneration and compensation of Vaisala management
Vaisala's management comprises of the President & CEO, the Business Management Group and the Strategic Management Group. The CEO chairs both Groups. The Business Management Group convenes once a month to discuss and decide on short-term operational business matters. Their goal is to ensure that the set growth and other business targets are reached. The Strategic Management Group convenes four times a year to discuss long-term strategic questions.
President and CEO
The Board of Directors of Vaisala Corporation decides on the remuneration of Vaisala's President & CEO. The overall compensation consists of a monthly salary, fringe benefits, pension insurance, a performance bonus, the three-year key employee bonus plan and the 2012 Performance Share Plan.
The performance bonus is based on the revenue, cash flow, and profitability targets set annually by the Board. The maximum annual bonus is limited to 70 percent of the CEO's annual salary. The three-year key employee bonus is based on the development of profitability. The 2012 Performance Share Plan is based on the development of Vaisala Group's profitability in 2012, and it will be paid partly in the company's series A shares and partly in cash in spring 2015.
The President & CEO belongs to a group pension plan which defines the retirement age as 62 years. The plan is contribution-based and the annual payments equal to two months salary.
The notice period is 6 months for the employee and 12 months for the employer. Severance pay and conditions of other severance compensations are equal to the respective salary.
Business Management Group
Vaisala's Board of Directors confirms the compensation of the direct reports of the President & CEO. The overall compensation of a Business Management Group member includes a monthly salary, fringe benefits, pension insurance and a performance bonus. The performance bonus is based on the revenue, cash flow, and profitability targets set annually by the Board. The maximum annual bonus is limited to 56 percent of the annual salary.
In addition, the Business Management Group members are included in the three-year key employee bonus plan and 2012 Performance Share Plan. The three-year key employee bonus is based on the development of profitability. The 2012 Performance Share Plan is based on the development of Vaisala Group's profitability in 2012, and it will be paid partly in the company's series A shares and partly in cash in spring 2015.
The members of the Business Management Group belong to a group pension plan which defines the retirement age as 62 years. The plan is contribution-based and the annual payments equal to two months salary.
Strategic Management Group
Vaisala's Board of Directors confirms the compensation of the direct reports of the President & CEO, and the CEO the compensation of the other members of the Strategic Management Group.
The compensation of the members of the Strategic Management Group consists of a monthly salary, fringe benefits and a performance bonus. The performance bonus is based on the revenue, cash flow, and profitability targets set annually by the Board. The maximum annual bonus is limited to 42 percent of the annual salary.
In addition, the Strategic Management Group members are included in the 2012 Performance Share Plan. The three-year key employee bonus is based on the development of profitability. The 2012 Performance Share Plan is based on the development of Vaisala Group's profitability in 2012, and it will be paid partly in the company's series A shares and partly in cash in spring 2015.
Remuneration of the President and the CEO and the members of the Management Groups
President and CEO Kjell Forsén - Salary (incl. fringe benefits)
- Bonuses
- (*Bonus to the former CEO)
|
442
54 |
421
-
|
422
194 |
326
72
*216
|
|---|
Vaisala does not have share-based incentive plans.
In addition, Vaisala has two three-year bonus plans targeted for the key employees. These plans are based on the development of profitability, and the 2008 plan includes approximately 70 and the 2010 plan approximately 30 key employees. The President & CEO and the mambers of the Management Groups are included in these plans.