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15
Compensation andBenefits of Directors and Senior Executives
Executive Compensation
132
Worldline
2016 Registration Document
The Board of Directors, upon proposal of the Nomination and
Compensation Committee, decided to renew for the 2017 fiscal
year the same envelope for Directors’ fees and principles for
allocating them, and submitted to the voting of the next
Company’s shareholders meeting a resolution in that regard
(see Section
21.1.2.1 “Authorization granted by the Shareholders’
Meeting of May
24, 2017”, of this Registration Document).
Company’s CEO as described in Section 9.
other remuneration from the Company in 2016 in their capacity
of Director of the Company, with the exception of the
The members of the Board of Directors did not receive any
2016
2015
(in euros)
Paid
Due
Paid
Due
Aldo Cardoso
42,000
41,500
20,400
42,000
Luc Rémont
36,500
35,500
18,900
36,500
Susan M. Tolson
27,125
40,000
13,755
38,750
Gilles Arditti
-
-
-
-
Thierry Breton
-
-
-
-
Charles Dehelly
-
-
-
-
Gilles Grapinet
-
-
-
-
Ursula Morgenstern
-
-
-
-
Michel-Alain Proch
-
-
-
-
Total
105,625
117,000
53,055 117,250
Directors’ fee related to the year ended December
31, 2016 will be paid in 2017.
Executive Compensation
15.2
Principles of the compensation of the Executive Directors
15.2.1
Principles governing the
15.2.1.1
compensation of Mr. Thierry
Breton
– Chairman of the Board of
Directors
Mr. Thierry Breton was appointed Chairman of the Board of
Directors on April
30, 2014, the date on which the Company was
converted into a limited liability corporation (société anonyme),
for the duration of his term as a Director. Prior to such date, he
had been Chairman of the Supervisory Board of the simplified
stock company since July
31, 2013.
His term as a Director of the Company ends at the close of the
Annual Shareholders’ Meeting that will take place in 2017 to
approve the financial statements for the 2016 fiscal year. Mr.
Breton did not receive any compensation for his position with
the Company in 2013 and in 2014.
In accordance with the decision of the Board of Directors of
April
30, 2014, Mr. Breton will receive no compensation in his
capacity as Chairman of the Company’s Board of Directors.
Mr. Breton does not receive Directors’ fees in his capacity as a
member of the Board of Directors.
Mr. Breton will not receive any severance or compensation
under a non-compete clause in the event of termination from
the Company.
Principles governing the
15.2.1.2
compensation of Mr. Gilles Grapinet
–
Chief Executive Officer
Director of the Company ends at the close of the Annual
Mr. Gilles Grapinet was appointed CEO on April
30, 2014, the
date on which the Company was converted into a limited
liability corporation (société anonyme), for the duration of his
term as a Director. Prior to such date, he had been Chairman of
the simplified stock company since July
31, 2013. His term as a
Shareholders’ Meeting that will take place in 2017 to approve the
financial statements for the 2016 fiscal year. Mr. Grapinet did not
receive any compensation for his position with the Company in
2013.
for by his employment agreement with Atos International SAS, a
subsidiary of Atos SE. This portion is re-invoiced in full by Atos
International SAS to the Company.
compensation relating to his duties as CEO of the Company
represents two-thirds of the total fixed compensation provided
Mr. Gilles Grapinet’s compensation is determined pursuant to his
employment agreement with Atos International SAS, a
subsidiary of Atos SE, for an unlimited duration. This
employment agreement remains in effect after the listing of the
Company’s shares on Euronext Paris. The portion of his fixed