Annual Accounts Group
88
Other members of executive management 2010
NOK million
Period
Salary
Bonus
Pensions
Other
remuneration
Eli Giske
13.12-31.12
0.124
-
0.032
0.014
Thorolf Thorstensen
1.1-31.12
1.581
-
0.101
0.141
Wiljar I. Nesse
1.1-31.12
1.513
0.650
0.256
0.614
Niclas Ekblad
14.10-31.12
0.522
-
0.143
-
Hans-Henrik Merckoll
14.10-31.12
0.431
-
0.012
0.044
Håvard Larsen
14.10-31.12
0.390
-
0.032
0.032
Ole Urdahl
1.1-31.12
1.580
0.625
0.346
0.482
Tone Øvregård
1.1-31.12
1.268
0.100
0.198
0.526
Geir Remman
1.1-31.12
1.215
0.250
0.180
0.158
Hilde M. Solegaard
14.10-31.12
0.311
-
0.033
0.042
Previous members of executive management:
Kristian Kuvaas Johansen
1.088
0.500
0.160
0.667
Eva Trasti
1.484
0.100
0.318
0.143
Ivar Arne Børset
1.769
-
0.260
1.409
Tom Scharning
1.254
0.100
0.303
0.493
Johnny Rindahl
1.426
-
0.059
0.160
Jon A. Elde
0.401
-
0.066
0.032
The following guidelines were set out in a Statement by the Board of Directors pursuant to Section 6–16a of the
Public Companies Act, and the Statement was approved by an advisory vote of the Annual General Meeting held on
23 May 2012:
The remuneration of the members of EDB Ergogroup’s executive management in the form of salary and
other benefits shall be determined in accordance with the following principles:
a) Remuneration shall be competitive in relation to senior management salaries in large Nordic IT companies also
reflecting the geographical location.
b) Remuneration shall be made up of both a fixed element and a variable element. The fixed element will be made
up of base salary and certain standard benefits. In addition, a specific amount may be awarded for certain key
positions according to a long term incentive program. The incitement is determined individually each year based
on a percentage of the salary. For the Chief Executive Officer, the incitement represents 33.3 % of the salary
for 2012, for the remaining executive management the incitement represents 15 to 25 % of the salary, and for
employees in key positions, the incitement represents 10 to 20 %. The post-tax amount of the incitement must
be invested in EVRY shares that cannot be sold for a period of three years. The variable element will take the form
of a bonus. The collective remuneration includes also pension benefits in accordance with Section 1 above. The
Chief Executive Officer have the benefit of a conditional compensation payment upon leaving employment.
c) The bonus scheme shall reflect both the company’s results and the individual employee’s performance. For the
members of executive management, bonus payments can be up to 50 % of base salary. Bonus will be paid if the
determined targets are achieved.
The Board of Directors has established detailed guidelines to implement the above principles.
The remuneration of the CEO and the other members of executive management for 2012 was in line with the general
principles reported above, and also complied with the more specific guidelines issued by the Board of Directors for the
determination of the salary and other remuneration of the CEO and the other members of the executive management.
These guidelines include a requirement that all remuneration arrangements, including the annual settlement of remu-
neration for the CEO and executive management, are submitted to the Compensation Committee and decided by the
Board of Directors as a whole.
The Chief Executive Officer has waived the redundancy rights provided by Chapter 15 of the Working Environment
Act, cf. Section 15-16 of the Working Environment Act, but he is entitled to receive salary for 12 months following the
normal notice period of 6 months. Salary payable for the 12-month period would be reduced by up to 25 % in respect of
any other income. In the event of a change in the ownership of the company whereby a single shareholder or a group
acquires more than 50%of the shares or gains control of the company in any other way, if the Chief Executive Officer
has not received an offer to continue in his current position in the company within three months of such change, and if
he leaves the company’s employment, he is entitled to receive salary for 18 months following the normal notice period.