Pay policy

Basis and objective >

Effective date >

Group of persons included >
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The Board of Directors' remuneration >

The management remuneration >

The remuneration of other employees, whose activities have a considerable influence on the company's risk profile and/or are involved in supervisory duties and auditing >

Principles for variable pay >

Guidelines for severance pay >

Publication >

Audit >

Basis and objective

The pay policy has been determined to comply with Financial Business Act (hereinafter FIL) §§ 71, section 2, Nos. 9 and 77 a (4) – 77 d (8) and Executive Order No. 122 of 7th February 2012 about pay policy together with duties to disclose material facts about salaries in financial businesses and financial holding companies (hereinafter Executive Order).

The pay policy has been determined based on an overall assessment of the company’s size, organisation and the extent and complex nature of the company’s activities. The objective is to have a pay policy which is in accordance with and promote sound and efficient risk management and at the same time comply with the company’s strategy, values and goals and meet the customers’ and investors’ interests.

Effective date

The pay policy comprises all agreements about salaries to the below mentioned group of persons, when these agreements have been entered as of 1st January 2011 or later.

Group of persons included

The pay policy comprises the board of directors, the management, and other employees, whose activities have a considerable influence on the company’s risk profile, together with employees who are involved in supervisory duties and auditing.  

The decision on the employees to be included in the present pay policy will be done based on an assessment of the following criteria:

• The authorisation and/or financial authorities of the employees in question, as it is considered that these persons would be able to add a financial risk to the company of such a nature that it is considered substantial
• The duties of the employees in question within supervision and risk mitigation.

Based on this it has been decided for 2014 that the following employees have a considerable influence on the company’s risk profile:

The Management
- Chief Executive Officer  

Other employees, whose activities have a considerable influence on the company’s risk profile:
- Chief Financial Officer
- Chief Sales Officer
- Chief Operating Officer

Employees who are involved in supervisory duties and auditing:
- Chief of Internal Audit
- Risk and Compliance officer

The Board of Directors' remuneration

The board of directors is only paid a fixed fee. There is no paid pension included. There is no variable fee, and there is no paid incentive programmes of any kind. The board of directors seeks to adjust the amount of the fee in accordance with the extent and responsibility connected with the tasks of the board of directors.

The management remuneration

The management in Europæiske Rejseforsikring A/S receives a set basic salary and has an agreement on variable pay, which is endeavoured to be determined so it is competitive with the remuneration of a corresponding job in the financial sector. In addition to the salary the company pays pension contribution, company car of a suitable size, free telephone and other normal salary items (health insurance and health check-ups).

The remuneration of the management is evaluated each year. The determination of the variable pay is based on the achieved financial and actual results of the company. The bonus earned each year, if any, is paid over a period of 4 years, with the maximum possible payment in year 1 under the Guidelines on the interpretation of §71, section 1, Nos. 9, in the Financial Business Act. Any bonus below DKK 100.000 is paid in full in 2015. The bonus scheme is thus aiming at supporting long-term behavior.

The remuneration of other employees, whose activities have a considerable influence on the company's risk profile and/or are involved in supervisory duties and auditing

Employees whose activities have a considerable influence on the company’s risk profile have a salary agreement and an agreement on variable pay. In addition to the salary the company pays pension contribution, company car of a suitable size, free telephone and other normal salary items (health insurance and health check-ups). The determination of the variable pay is based on the achieved financial and actual results of the company.

The bonus earned each year, if any, is paid over a period of 3 years with the maximum possible payment in year 1 under the Guidelines on the interpretation of §71, section 1, Nos. 9, in the Financial Business Act. Any bonus below DKK 100.000 is paid in full in 2015.

The bonus scheme is thus aiming at supporting long-term behaviour.

The Chief of Internal Audit and the Risk and Compliance officer has a salary agreement. In addition to the salary the company pays pension contribution, free telephone and other normal salary items (health insurance and health check-ups).

The Chief of Internal Audit and the Risk and Compliance officer are not paid a variable salary.

Principles for variable pay

The variable pay of the management cannot be more than 50 % of the set salary including pension.

The variable pay of other employees, whose activities have a considerable influence on the company’s risk profile, cannot be more than 30 % of the set salary including pension.

The total variable salary is determined on the basis of the company’s financial and actual results.

Guidelines for severance pay

There are no agreements of severance pay with the board of directors. A mutual notice period of up to 12 month pay has been agreed with the management.

For other employees, whose activities have a considerable influence on the company’s risk profile and the Chief of Internal Audit, an extension of the notice period has been agreed. Such extended period is individual and can be up to 12 month plus an additional compensation according to the Danish Employers' and Salaried Employees' Act or the in-house agreement.

All severance pay must be approved by the chairman of the board of directors.

Publication

Europæiske Rejseforsikring will annually release information about the pay policy for the board of directors and other employees, whose activities have considerable influence on the  company’s risk profile and/or are involved in supervisory duties and auditing, in accordance with Financial Business Act § 77 d, sections 2-4 and the recommendations from the Danish Commerce and Companies Agency’s Committee for Corporate Governance, in the annual report and at the company’s ordinary general meeting.

Audit

The board of directors will at least once a year perform an audit on whether the pay policy is complied with. The board of directors will determine the detailed guidelines for the audit. The pay policy is approved by the general assembly. It is reviewed annually by the board of directors and revised if necessary. The audit of the pay policy is presented at the general meeting for approval. Adopted at the ordinary general meeting 11th April 2014.