Remuneration of the Supervisory Board
In compliance with recommendations from the German Corporate Governance Code, Allianz SE is publishing an individual breakdown of remuneration for members of the Board of Management and Supervisory Board for fiscal year 2007.
The individual remuneration for members of the Board of Management and the Supervisory Board in 2007 is published in the Remuneration Report of our Annual.
Remuneration Report
Supervisory Board's remuneration provisions
The remuneration of the Supervisory Board is defined in the statutes of Allianz SE as follows:
"11.1 Each member of the Supervisory Board will receive
a) a fixed annual remuneration in an amount of EUR 50,000;
b) a performance-based annual remuneration in an amount of EUR 150 for each one tenth percentage point or part thereof, by which the Group’s earnings per share increased over the period of one year, such increase being determined by a comparison of the Group’s earnings per share for the financial year, for which the remuneration is to be paid (year of remuneration) with the Group’s earnings per share for the financial year preceding the year of remuneration;
c) an annual remuneration, based on the Company’s long-term business performance, of EUR 60 for each one tenth percentage point or part thereof by which the Group’s earnings pershare increased over a period of three years, such increase being determined by a comparison of the Group’s earnings per share for the year of remuneration with the Group’s earnings per share for the third financial year preceding the year of remuneration.
The remuneration based on b) and c) is limited to a maximum amount of EUR 24,000 each.
The performance-based remuneration will be calculated based on the Group’s earnings for the respective financial year as shown in the consolidated financial statements prepared in accordance with the International Financial Reporting Standards (IFRS). In case of subsequent amendments to the Group’s earnings per share, the amended amount shall apply. If amendments to the accounting standards result in an increase or decrease in the Group’s earnings per share, all the Group’s earnings per share amounts relevant for the determination of the performance-based remuneration are to be determined in accordance with the changed standards in order to ensure comparability. The Allianz AG Group’s earnings per share reported in the consolidated financial statements for the years up to and including 2004 are to be adjusted for the regular amortization of goodwill made. If the Group’s earnings per share, as determined in accordance with the above rules, for the year preceding the year of remuneration in the case of b) or for the third year preceding the year of remuneration in the case of c), are below EUR 5, the amount of the Group’s earnings per share relevant for the performance-based remuneration for these financial years will be EUR 5.
11.2 The Chairman of the Supervisory Board will receive two times, and each deputy Chairman one-and one-half times, the remuneration according to paragraph 1. Each member of a Supervisory Board committee, except for the audit committee will receive an additional 25% of the remuneration according to paragraph 1, while the Chairman of such committee will receive an additional 50%. Members of the audit committee will receive an additional annual fixed remuneration of EUR 30,000, while the Chairman will receive an additional EUR 45,000. The total annual remuneration of a member of the Supervisory Board shall not exceed two times, and the remuneration of the Chairman of the Supervisory Board shall not exceed three times, the remuneration according to paragraph 1.
11.3 In addition, the members of the Supervisory Board will receive an attendance fee of EUR 500 for each personal attendance of meetings of the Supervisory Board and its committees requiring such personal attendance. Should several such meetings be held on the same or on consecutive days, the attendance fee will be paid only once.
11.4 Supervisory Board members, who served for only part of the financial year, shall receive one twelfth of the annual remuneration for each month of service or any part of such month. The same applies to membership in Supervisory Board committees.
11.5 The remuneration according to paragraphs 1 and 2 is due after the end of the General Meeting, to which the consolidated financial statements for the year of remuneration are submitted or which decides on their approval.
11.6 The Company reimburses the members of the Supervisory Board for their out-of pocket expenses and the VAT payable on their Supervisory Board activity. The Company provides insurance coverage and technical support to the Supervisory Board members to an extent reasonable for carrying out the Supervisory Board duties."
"11.1 Each member of the Supervisory Board will receive
a) a fixed annual remuneration in an amount of EUR 50,000;
b) a performance-based annual remuneration in an amount of EUR 150 for each one tenth percentage point or part thereof, by which the Group’s earnings per share increased over the period of one year, such increase being determined by a comparison of the Group’s earnings per share for the financial year, for which the remuneration is to be paid (year of remuneration) with the Group’s earnings per share for the financial year preceding the year of remuneration;
c) an annual remuneration, based on the Company’s long-term business performance, of EUR 60 for each one tenth percentage point or part thereof by which the Group’s earnings pershare increased over a period of three years, such increase being determined by a comparison of the Group’s earnings per share for the year of remuneration with the Group’s earnings per share for the third financial year preceding the year of remuneration.
The remuneration based on b) and c) is limited to a maximum amount of EUR 24,000 each.
The performance-based remuneration will be calculated based on the Group’s earnings for the respective financial year as shown in the consolidated financial statements prepared in accordance with the International Financial Reporting Standards (IFRS). In case of subsequent amendments to the Group’s earnings per share, the amended amount shall apply. If amendments to the accounting standards result in an increase or decrease in the Group’s earnings per share, all the Group’s earnings per share amounts relevant for the determination of the performance-based remuneration are to be determined in accordance with the changed standards in order to ensure comparability. The Allianz AG Group’s earnings per share reported in the consolidated financial statements for the years up to and including 2004 are to be adjusted for the regular amortization of goodwill made. If the Group’s earnings per share, as determined in accordance with the above rules, for the year preceding the year of remuneration in the case of b) or for the third year preceding the year of remuneration in the case of c), are below EUR 5, the amount of the Group’s earnings per share relevant for the performance-based remuneration for these financial years will be EUR 5.
11.2 The Chairman of the Supervisory Board will receive two times, and each deputy Chairman one-and one-half times, the remuneration according to paragraph 1. Each member of a Supervisory Board committee, except for the audit committee will receive an additional 25% of the remuneration according to paragraph 1, while the Chairman of such committee will receive an additional 50%. Members of the audit committee will receive an additional annual fixed remuneration of EUR 30,000, while the Chairman will receive an additional EUR 45,000. The total annual remuneration of a member of the Supervisory Board shall not exceed two times, and the remuneration of the Chairman of the Supervisory Board shall not exceed three times, the remuneration according to paragraph 1.
11.3 In addition, the members of the Supervisory Board will receive an attendance fee of EUR 500 for each personal attendance of meetings of the Supervisory Board and its committees requiring such personal attendance. Should several such meetings be held on the same or on consecutive days, the attendance fee will be paid only once.
11.4 Supervisory Board members, who served for only part of the financial year, shall receive one twelfth of the annual remuneration for each month of service or any part of such month. The same applies to membership in Supervisory Board committees.
11.5 The remuneration according to paragraphs 1 and 2 is due after the end of the General Meeting, to which the consolidated financial statements for the year of remuneration are submitted or which decides on their approval.
11.6 The Company reimburses the members of the Supervisory Board for their out-of pocket expenses and the VAT payable on their Supervisory Board activity. The Company provides insurance coverage and technical support to the Supervisory Board members to an extent reasonable for carrying out the Supervisory Board duties."
