12. Remuneration of the executive management

The Board’s Compensation Committee presents a recommendation concerning the terms and conditions for the President and CEO to the Board of Directors and monitors the general terms and conditions for other senior executives in the Group.

Note 5 to Orkla ASA’s financial statements: Remuneration and contractual arrangements

Guidelines for pay and other remuneration of the executive management

The Board assesses the President and CEO and his terms and conditions once a year. A description of the remuneration of the executive management and the Group’s compensation and benefits policy, including the scope and design of bonus and share-price-related programmes, is given in the Board of Directors’ statement of guidelines for the remuneration of executive management; see Note 5 to Orkla ASA’s financial statements. A ceiling has been set for performance-related remuneration. The Board of Directors’ statement of guidelines is made available to shareholders in a separate document pertaining to this item of business, together with the notice of the Annual General Meeting.

Remuneration of the group executive board

The Board of Directors decides the terms and conditions of the President and CEO and makes decisions on fundamental issues relating to the Group’s compensation and benefits policy and compensation arrangements for other employees. The Board of Directors has a special Compensation Committee that prepares matters relating to compensation for decision by the Board. The Committee consists of three Board members, one of whom is elected by the employees, and was chaired by the Deputy Chair of the Board in 2017. The administration prepares matters for the Compensation Committee and the Board.

The Group Executive Board participates in the Group’s annual bonus programme and long-term incentive programme.

 

Remuneration paid in 2017

Amounts in 1,000 NOK Fixed salary 31 Dec. 2017 Paid salary and holiday pay (A) Paid bonus (accrued in 2016) Paid from bonus bank Benefits in kind (B) Total paid salary and allowance 2017 Total paid salary and allowance 2016
Peter A. Ruzicka 6 070 6 601 2 644 1 055 305 10 605 10 070
Jens Bjørn Staff 2 941 3 121 787 279 280 4 467
Terje Andersen* 2 971 3 332 1 090 1 086 300 5 808
Karl Otto Tveter* 2 985 3 286 850 979 304 5 419
Atle Vidar Nagel Johansen 3 659 4 105 1 116 1 122 336 6 679
Ann-Beth Freuchen 2 870 3 139 1 450 857 244 5 690
Pål Eikeland 2 870 3 242 770 1 973 265 6 250
Stig Ebert Nilssen 3 218 3 445 934 964 238 5 581
Johan Clarin 2 988** 3 101 769 1 250 305 5 425
Total Group Executive Board excl. CEO 45 319 44 109

*Also receives a Board fee of NOK 300,000 from Jotun.
**The annual salary is stated in SEK thousand.

 

Accrued remuneration, not paid in 2017

Amounts in 1,000 NOK

 

Accrued bonus in 2017* Accrued longterm incentive programme*** Accrued pension costs Accrued total (C) Balance bonus bank 31 Dec. 2017***
Peter A. Ruzicka** 3 035 3 035 2 222 8 292 10 053
Jens Bjørn Staff 853 853 755 2 461 2 818
Terje Andersen 1 254 1 254 945 3 453 4 301
Karl Otto Tveter 925 925 744 2 594 3 345
Atle Vidar Nagel Johansen 834 834 1 012 2 680 4 512
Ann-Beth Freuchen 1 378 1 378 613 3 369 4 712
Pål Eikeland 362 362 704 1 428 3 868
Stig Ebert Nilssen 1 091 1 091 837 3 019 2 767
Johan Clarin (SEK) 867 867 726 2 460 3 429

*Accrued annual bonuses for 2017 are paid in 2018.
**The accrued salary and remuneration of the President and CEO totalled NOK 15,198,000 (A+B+C) in 2017.
***The bonus bank balance does not include bonuses accrued in 2017.

 

Options exercised by the Group Executive Board as at 31 December 2017

Number Award date (dd/mm/yyyy) Strike price 1st exercise/ exercise date (dd/mm/yyyy) Last exercise
Atle Vidar Nagel Johansen -35 000

 

09.05.2011

 

37,43

 

09.05.2014

 

Exercised at 80,50
Ann-Beth Freuchen -40 000 09.05.2011 37,43 09.05.2014 Exercised at 80,50
Stig Ebert Nilssen -50 000 09.05.2011 37,43 09.05.2014 Exercised at 80,50