Corporate body which expresses the will of all the shareholders by issuing resolutions.
Corporate governance lies at the heart
of a company and must be considered
as a way of running a company’s daily activities
in the interests of all stakeholders in order
to achieve sustainable results over time.
Gabriele Galateri di Genola,
Focus on the Board of Directors at 16 March 2016
The remuneration policy for non-executive directors provides for payment of a fixed amount and additional compensation for those who are also members of board committees in accordance with the powers conferred to those committees and the commitment required in terms of number of meetings and preparation activities involved.
- Group CEO;
- members of the Group Management Committee (GMC);
- managers and executives directly reporting to the control functions, for whom specific and/or further provisions apply, in line with the regulatory requirements relating to those parties;
- other positions directly reporting to the CEO, with significant impact on the risk and strategic profile of the Group;
Total target remuneration
Evaluation of merit and performance
Merit is a key element of our remuneration policy. The variable remuneration of Group executives comprises short and long-term components:
- the Group Short-Term Incentive (STI) is the annual cash bonus system for the Group CEO and the members of GMC and GLG and provides for individual bonuses from 0% to 200% of the individual baseline target in accordance with:
- Group funding, linked to the Group operating result and net profit;
- individual balanced scorecards, based on 5 to 7 goals linked to value creation, risk adjusted profitability, process effectiveness and customer and human resources management.
- the Group Long-Term Incentive (LTI) is the long-term program for Group executives and certain selected key resources, paid in Generali shares with approval by the Shareholders’s Meeting:
- in line with market practice and shareholder expectation, the shares are provided over a period of 6 years, subject to meeting performance conditions that are in line with the strategic targets of the Group;
- in line with regulatory requirements, the LTI plan has no-claims bonus and claw back clauses within our risk management policies and a no-sell period of 2 years on the shares.