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CORPORATE GOVERNANCE
2
Remuneration and benefits of managers and directors
(in euros)
2012
2013
2014
2015
2016
Management fees (excl. tax) (Altamir Gérance)
331,821
362,071
372,646
353,206
77,942
Dividend – General Partner (Altamir Gérance)
315,343
1,005,501
793,111
1,110,489
580,175
Dividend – Class B shareholders
2,838,088 9,049,505
7,137,999 9,994,402
5,221,576
of whom:
Maurice Tchenio (
via
Altamir Gérance)
676,913 2,242,653
1,768,942
1,392,121
581,684
Monique Cohen
137,002
436,842
344,569
855,237
497,094
2.2.4
SUMMARY OF REMUNERATION PAID TO THE MANAGEMENT COMPANY,
THE GENERAL PARTNER AND CLASS B SHAREHOLDERS
REPURCHASE OF CLASS B SHARES
Class B shares entitle their holders to carried interest, which is
remuneration intended to align the interests of shareholders and
the investment team (80/20 sharing of adjusted statutory net
income).
The allocation of this carried interest among the various
individuals will fluctuate over time (due to departures, new
arrivals, or changes in each Class B shareholder’s contribution).
A new allocation is determined for each new private equity fund.
For example, the Apax France VII fund has a different allocation
than the France VI fund, and these two different allocations can
exist side-by-side since the funds are two separate entities.
In Altamir’s case, investments made alongside Apax France VI
and Apax France VII are held in the same legal entity. When the
carried interest allocationwas determined for theApax FranceVI
andApaxFranceVII funds, theManagement Company committed
to allocating the carried interest paid by Altamir on the same
bases as those used for the France VI and France VII funds. In
practice, the method established to carry out this commitment
was to use the carried interest configuration for France VI until
the rights under France VI are satisfied, and then switch to the
France VII configuration.
This switch occurred at the time of the 2014 financial year
distribution. Thus, the breakdown of the €9,994,402 carried
interest due on Class B shares for the 2014 financial year was
€2,042,100 for investments made alongside the VI fund and
€7,952,302 for investments made alongside the VII fund.
Altamir’s plan for adhering to theseproportionswas to repurchase
at par (€10 per share) in May 2015 before payment of dividends,
11,173 of the existing 18,582 Class B shares in different proportions
from each of the Class B shareholders so as to obtain the above-
mentioned outcome.
To permanently switch to the France VII configuration which
is now required for all future distributions, a similar repurchase
transaction of 991 Class B shares at €10 par value took place on
28 December 2015, bringing the total number of Class B shares
to 6,418.
Following these share repurchases, each Apax partner held the
same proportion of carried interest on investments carried out
by Altamir by co-investing alongside the Apax France VII fund
as he or she held for investments carried out by the Apax France
VII fund.
This rebalancing is in the best interest of Altamir’s shareholders to
the extent that it allows the alignment of the economic interests of
theApax PartnerswhomanageAltamir’s co-investment portfolio
with the goal of creating value.
Since the Company did not intend to retain these Class B shares,
shareholders were asked, at the General Meeting of 15 April 2016,
to approve the cancellation of the shares and the corresponding
reduction of share capital, which would have been reduced from
219,259,626 euros to 219,137,986 euros. This resolution was not
adopted, and the class B shares were retained.
When all investments made alongside the Apax France VII fund
have been divested, probably by the endof 2018, a newallocation
of Class B shares will be determined for the investment team.
The class B shares held by Altamir will then be resold to different
beneficiaries.
The reduction in the number of Class B shares in no way changes
the share of earnings paid to holders of ordinary shares.
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ALTAMIR 2016