Components of remuneration

The group has always pursued a good balance between fixed and variable remuneration. Expectations of job security, attractiveness and stability (with remuneration a key factor) must be carefully balanced with the need to recognise merit and special effort to reach corporate goals.

FIXED REMUNERATION

Fixed remuneration is the basic component of overall remuneration, as it safeguards the key need for stability that human resources give as one of their personal and working priorities.

Fixed remuneration is based on the resource’s role within the organisation and is aimed at rewarding expertise and merit.

Specifically, the following parameters are considered:

• the objectives and responsibilities assigned to the position held;
• relevant remuneration benchmarks, with specific focus on professional positions presenting the highest market risk, the business sector and the relevant context;
• how the person fills the position in terms of proven performance and expertise;
• potential growth for the most important professional positions and those requiring critical expertise that is the most difficult to find on the labour market;
• experience gained and career path.

VARIABLE REMUNERATION

The variable component of remuneration is mainly based on the measurement of performance on an annual and/or long-term basis.

The aim is to involve and direct people towards company strategies, rewarding them for the value of individual and team contributions.

Gates to remuneration and a system of objectives based on the group’s and the individual company’s performance have been established to ensure a more direct correlation between performance and the bonuses paid. Performance is measured considering financial indicators.

Variable, performance-based remuneration consists of the following components:

• short-term management-by-objective incentives (annual MBO bonus)

The variable component is annual and is linked to an incentive plan (MBO).

This plan provides for the definition of shared targets (e.g., gross operating profit (loss) for the group, considered the group’s main financial performance indicator, net cash flows from operations, and turnover, and which are usually used as the gates for access to the plan) and individual targets, which are quantifiable and measurable and can either relate to economic results/the financial position and performance or technical/production indicators.

The board of directors defines the structure of the short-term incentive plan, upon the proposal of the appointment and remuneration committee.

The short-term merit-based component may:

• constitute up to 40% of gross annual remuneration, unless otherwise indicated by the appointment and remuneration committee,
• be paid in part if only some of the collective or individual targets are achieved.

It is paid in the month following that in which the shareholders approve the financial statements for the year to which the targets relate.

• Medium to long-term incentive (LTI) system for senior managers

The long-term variable components constitute a future development line for the group’s policy as they create a sense of identity and instil loyalty in key positions. They are reserved for the chairman and managing director, SBU heads and senior management only. The timeframe matches the term of office of the board of directors and that of the strategic planning, so as to incentivise the plan beneficiaries in the achievement of the related goals.

• Performance-based bonus

This is linked to productivity and profitability for the year. The conditions and criteria applied are defined annually when the supplementary company contract is agreed. Blue collars, white collars and junior managers not covered by the MBO policy are eligible for this bonus.

• Other one-off bonuses

Furthermore, as another variable component of remuneration, group companies may reward exceptional performance and seek to retain resources with a one-off bonus, following selection and merit-based criteria and within budget constraints.

BENEFITS (NON-MONETARY)

Other non-monetary benefits are part of the group’s welfare system and fall within a broader notion of remuneration:

• Third-party liability insurance policy (D&O) offered to directors, statutory auditors and managers for liability for illegal acts or the violation of obligations in the performance of their duties;
• Term life and disability/illness insurance policy offered to executive directors and managers, including optional supplementary schemes in addition to the mandatory collective life insurance coverage required by the national labour agreement for industrial managers;
• Health insurance policy offered to managers who, in addition to the provisions of the national labour agreement for industrial managers, also benefit from an extra policy for medical expenses not covered by the integrative healthcare fund (FASI), and for junior managers with managerial responsibilities (through the PREVIP fund). For the remaining Italian personnel, it is provided through the METASALUTE fund. 

For the completion of specific duties assigned to personnel, special benefits may be provided, and as such are covered by various application and tax rules. These benefits include company cars for both work and personal use and weekday housing for certain professional figures within the group for the performance of their duties, for travel and for management purposes.

TERMINATION BENEFITS

In general, the group does not provide for any particular pay if employment or one’s position is terminated in advance. However, the payments and contributions due pursuant to law and the national labour agreement or under individual agreements reached within the scope and in accordance with the limits of such provisions are paid to prevent legal action taken on objective grounds.

NON-COMPETITION AGREEMENTS

To protect professional positions presenting high market risk and those with critical know-how for the group’s success, non-competition agreements have been defined with a consideration agreed while the employment relationship is in place.

BENEFICIARIES OF THE POLICIES

Board of directors. The board members’ total remuneration consists of a fixed amount and fees for their attendance.

Board of statutory auditors. The shareholders determine the statutory auditors’ fees as a fixed amount.

Key management personnel. These fees relate to employment contracts subject to the national labour agreement for industrial managers.

Directors and key management personnel in subsidiaries. Their fees and remuneration are fixed amounts.

REMUNERATION AND THE PAY MIX

Different, competitive pay packages are created according to position, and include fixed and variable remuneration and benefits.

The aim is to position the group’s remuneration in line with the market, while seeking to competitively remunerate the top performers, resources with the best potential or those holding strategic positions with the highest attrition risk.  

The group aims to create a balance between the fixed and variable components of remuneration, setting well-balanced pay mix levels. Variable remuneration may not exceed fixed remuneration; therefore, a ratio of 1:1 has been set as the upper limit.

BENEFICIARIES	FIXED REMUNERATION	SHORT-TERM VARIABLE REMUNERATION	LONG-TERM VARIABLE REMUNERATION
SENIOR MANAGERS	YES	25%-40% of gross annual salary	Currently being appraised
KEY SENIOR MANAGERS	YES	20%-25% of gross annual salary	–
OTHER MANAGERS	YES	10%-20% of gross annual salary	–
OTHER GROUP PERSONNEL	YES	–	–