Investor Presentaiton
En+
GROUP
En+ Group Annual Report 2021
STRATEGIC REPORT
CORPORATE GOVERNANCE
FINANCIAL STATEMENTS
APPENDICES
CORPORATE GOVERNANCE
REMUNERATION DISCLOSURE REPORT
The Group's remuneration
structure is designed
to ensure a balance between
engaging and retaining
highly qualified managers
and the interests
of our shareholders
Objectives of the remuneration
policy
Our remuneration policy is based
on the following principles:
Attract, remunerate and retain
qualified specialists who will,
in their turn, enable the Company
to achieve its strategic objectives
Provide for a balance between
the achievement of short-term
operating results and the long-
term objectives of the Company
Create value for our shareholders, given
the risks that may impact the variable
component of remuneration.
Remuneration structure
The Group's remuneration structure
is designed to ensure a balance
between engaging and retaining highly
qualified managers and the interests
of our shareholders. The established
remuneration system comprises fixed
and variable components. The fixed
component consists of base salary,
which is set in line with the market
to ensure retention of key executives,
and reflects the level of competence,
experience, responsibility and personal
achievements of the respective manager.
The variable component consists
of annual bonuses and may also include
one-off and target bonus payments
and other payments, that are determined
based on the performance against pre-
set key performance indicators (KPIs).
Remuneration of executive
management¹
In 2021, the remuneration
of the key management personnel,
including the CEO, amounted
to USD 15.4 million. This remuneration
includes base salary in the amount
of USD 8.2 million and bonuses
in the amount of USD 7.2 million.
Remuneration of Board
members
In 2019, the Board considered
and approved the general levels
of compensation for Board members.
All members of the Board, except
for the Executive Chairman,
are entitled to receive remuneration
of EUR 215,000 (c. USD 249,000)2
gross per annum, paid monthly.
All members of the Board, except
for the Executive Chairman, are entitled
to receive additional remuneration
for serving on a committee or other
structural unit of the Board³:
•
°
EUR 26,000 (c. USD 30,000) 4 gross
per annum for chairing a committee
or other structural unit of the Board
EUR 18,000 (c. USD 21,000)5 gross
per annum for participation in each
committee or other structural
unit of the Board as a member
The aggregate amount of remuneration
to Board members in 2021 amounted to
USD 10.3 mn, excluding social insurance.
Structure of remuneration:
Element of remuneration
Base salary
Base salary is stipulated
by the agreements
concluded with each
member of the Group's
management team
and is aimed at attracting
and retaining high caliber
professionals
Benefits
Provided to support
successful fulfilment
of responsibilities
by compensation
of additional expenses
associated with these
responsibilities
Pension
Retirement funding
provision
Annual bonus
Ensures focus
Approach
•
•
on and alignment
•
with strategic goals
of the Group
Board of Directors
members' fee (excluding
Chairman of the Board
of Directors)
For participation in/
chairing board committees
in addition to payments
as Board members
Additional compensation
and benefits
Optional bonus payments
for achievements beyond
the scope of the KPIs
for the relevant year
Remuneration for other
risk-taking employees
To attract and retain high
caliber professionals
Salary is set to ensure
competitiveness with other
comparable Russian and foreign
industry peers - Fixed remuneration
reflects the level of competence,
responsibility and personal
achievements of the respective
manager, and his/her professional
experience
Indices and dependencies
Key changes-
during the year
No changes
made during
the year
Not applicable
The company ensures a competitive Not applicable
total compensation portfolio
for its employees, providing them
with meal expenses, certain other
reimbursements and medical
insurance
We do not fund any pension
contributions or retirement benefits,
except for mandatory contributions
to the pension fund of the Russian
Federation, as required by Russian
law, which permits retiring
employees to receive a defined
monthly pension for life from
Not applicable
the statutory pension fund
•
Bonus payments for achieving
personal KPIs
Examples:
•
KPIs for the CEO are developed
by the Remuneration Committee
and approved by the Board
KPIs are set at the beginning
of each financial (calendar) year
KPIs are regularly reviewed
and updated to ensure that they
align with the Group's goals
The objective in setting the fees
paid to Board of Directors members
(excluding Chairman of the Board)
is to be competitive with other
comparable, listed peer companies
Members of the Board receive
a fixed fee for participation in/
chairing each Board committee
Paid for achievements that
are important for the Company, but
which are outside the main KPIs
Top managers of En+ Group
subsidiaries are considered as risk-
taking employees
Application of the Group's executive
remuneration policy
Financial performance - Adjusted
EBITDA; Free Cash Flow
HSE & sustainability - Lost
Time Injury Frequency Rate
(LTIFR); ensuring the absence
of environmental incidents,
accidents or violations
Strategy Achievement of strategic
goals and successful realisation
of development projects
Other objectives - In accordance
with the manager's area
of responsibility
Not applicable
Task specific
Aligned with the Group's
executive remuneration structure
No changes
made during
the year
No changes
made during
the year
No changes
made during
the year
No changes
made during
the year
No changes
made during
the year
No changes
made during
the year
Calculated based on a EUR/USD exchange rate of 1.16 as at 31 December 2021.
3. The CGC members (including the chairman) do not receive compensation for membership (chairmanship) in the CGC if they at the same time
participate in the NC of the Board and receive relevant compensation for participation in (chairing) the NC of the Board.
4.
Calculated based on a EUR/USD exchange rate of 1.16 as at 31 December 2021.
5. Calculated based on a EUR/USD exchange rate of 1.16 as at 31 December 2021.
6
Mandatory payments (pension provision, mandatory health insurance, etc.) as required by the legislation of Russian Federation.
Accrual basis.
2
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