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CORPORATE GOVERNANCE

2

Report of the Supervisory Board

2) JEAN-HUGUES LOYEZ

Remuneration payable or attributed

for the most recent financial year

Amounts or accounting

valuation submitted to vote

Presentation

Fixed remuneration

NA

Jean-Hugues Loyez receives

no fixed remuneration.

Annual variable remuneration

NA

Jean-Hugues Loyez receives

no long-term variable remuneration.

Long-term variable cash remuneration

NA

Jean-Hugues Loyez receives

no long-term variable remuneration.

Special remuneration

NA

Jean-Hugues Loyez receives

no special remuneration.

Stock options, performance-based shares

and other long-term remuneration.

NA

Jean-Hugues Loyez receives no stock options,

performance-based shares or other

long-term remuneration.

Attendance fees

€55,000

Jean-Hugues Loyez is Chairman

of the Supervisory Board and

attended all Board meetings in 2016

Valuation of benefits in kind

NA

Jean-Hugues Loyez receives no benefits in kind

Remuneration payable or attributed for the most

recent financial year that is or has been subject

to a shareholder vote at the General Meeting

pursuant to the procedure for regulated

agreements and commitments

Amounts submitted to vote

Presentation

Severance pay

NA

Jean-Hugues Loyez has no commitment

from the Company with regard

to the termination of his duties

Non-competition payment

NA

Jean-Hugues Loyez is not entitled

to receive a non-competition payment

Supplemental retirement regime

NA

Jean-Hugues Loyez does not benefit

from a supplemental retirement regime.

It should be noted that the services billed to Altamir by related companies are not related to the duties of Altamir’s officers.

Amendments to the articles of association

proposed at the extraordinary general meeting

At their Extraordinary General Meeting on 28 April 2017,

shareholders will be asked to amend the company’s Articles of

Association for two items:

Introduction of a hurdle rate on co-investments

In light of the change in investment strategy that givesAltamir the

ability to occasionally co-invest alongside the funds to optimise

cash management, the Management Company has decided to

ask shareholders to approve an amendment to the Articles of

Association to introduce a hurdle rate for the calculationof carried

interest on these co-investments. This issue was examined and

unanimously approved by the Supervisory Board, meeting as the

Nomination and Remuneration Committee on 2 February 2017

and 6 March 2017. The proposed amendments concern articles

25.2 and 25.3 of the Articles of Association specifying the rules

related to the minimum annual rate of return for the payment of

any carried interest on the co-investments.

Amendment to the Articles of Association related to the age

limit for Maurice Tchenio

The Supervisory Board, meeting as the Nomination and

Remuneration Committee, examined this proposal to amend the

Articles of Association at its meetings of 2 February and 6March

2017. After discussing it and agreeing that it is in the best interest

of the Company, the Supervisory Board unanimously approved

the proposal at its meeting of 6 March 2017.

The Supervisory Board has no observations to make regarding

the statutory or consolidated financial statements for the year,

the content of the Management Report, the agenda or the

draft resolutions proposed by the Management Company and

recommends that the Shareholders vote in favour of these

resolutions.

The Supervisory Board

90

REGISTRATION DOCUMENT

1

ALTAMIR 2016