In order to ensure their independence in exercising their supervisory duties toward the Executive Board – and to strengthen their focus on the long-term strategy and good corporate governance of the Company – the members of the Board of Directors receive a fixed compensation only, including an annual retainer reflecting the respective member’s role on the Board of Directors and on the boards of group companies, as well as a lump-sum expense allowance.
Half of the compensation of the members of the Board of Directors is paid in cash and the other half is paid in the form of Swiss Prime Site AG shares. This reinforces the alignment of their interests with those of the shareholders. The shares are allocated at the end of the financial year on the basis of the market price at the beginning of the financial year, less a 10% discount. Therefore, the value of the share-based compensation at the time of allocation may be more or less than 50% of the fixed compensation, depending on the share price performance during the financial year. The delivered shares are subject to blocking for a period of four years, which also applies to members who depart the Board of Directors.
The compensation levels of the Board of Directors are shown in the following table.
Compensation levels of the Board of Directors
Fixed annual retainer for members of the Board of Directors
Chairman of the Board of Directors
Vice-Chairman of the Board of Directors
Member of the Board of Directors1
Lump-sum expense allowance
1additional fee of CHF 10 000 for audit committee chairman