This section on board remuneration specifies the current remuneration for the statutory directors in 2017, their success at meeting set targets and the resulting awards of variable remuneration. The report also specifies the remuneration received by the members of the Supervisory Board. For further details on the remuneration policy click here.
Remuneration of the statutory directors
Fixed and variable remuneration
|Fixed remuneration||Variable remuneration (annual)|
|(in EUR thousand)||2017||2016||2017||2016|
|J.M. Kroon Chief Executive Officer||355||355||71||57|
|U.T.V. Keussen Vice-chair Executive Board||351||351||65||49|
|B.G.M. Voorhorst Chief Operating Officer||272||272||51||38|
|O. Jager Chief Financial Officer||265||265||48||40|
In accordance with the indexation as of June 2017 for employees as determined by the 'NWb' collective labour agreement for grid companies, the salaries of all statutory directors will be indexed by 1.5% as of 1 January 2018.
The Supervisory Board decided on the statutory directors' variable payment realisation percentages over 2017 based on the achievement of present targets. The realised percentages are included in the table below. The Supervisory Board has concluded that there are no current insights that might lead to the revision of the variable remuneration paid out in former years.
|J.M. Kroon||U.T.V. Keussen||B.G.M. Voorhorst||O. Jager|
|Security of supply and safety||38.1%||45.0%||38.1%||45.0%||38.1%||45.0%||38.1%||45.0%|
|Security of supply||15.0%||20.0%||15.0%||20.0%||15.0%||20.0%||15.0%||20.0%|
|Individual targets depending on Individual board member's portfolio||25.0%||25.0%||25.0%||25.0%||25.0%||25.0%||22.5%||25.0%|
|Total variable remuneration realised in 2017||93.1%||100.0%||93.1%||100.0%||93.1%||100.0%||90.6%||100.0%|
|(in EUR thousand)||Pension contribution||Pension compensation||Total pension costs||Pension contribution||Pension compensation||Total pension costs|
|J.M. Kroon Chief Executive Officer||68||96||164||64||94||158|
|U.T.V. Keussen Vice-chair Executive Board||107||n/a||107||110||n/a||110|
|B.G.M. Voorhorst Chief Operating Officer||21||30||51||19||30||49|
|O. Jager Chief Financial Officer||21||22||43||18||22||40|
The pensions of all Dutch statutory directors are administered by the ABP Pension Fund. The pension accrual is based on a midpoint salary system. Besides the ABP pension, additional pension is accrued for the CEO to facilitate retirement at 61 years of age, under a non-contributory pension plan based on total income, agreed when he joined the company. Pension accruals considering the German income of the Dutch statutory directors based on the German activities are organised in a standard defined contribution contract with Swiss Life. The pension entitlements of the German Vice-chair are based on the so-called Beitragsplan, a company agreement applicable for all employees of TenneT in Germany.
Based on an agreement with the Supervisory Board from 2010, the CEO acquired leave days in 2017 with a value of EUR 25,545 (2016: EUR 25,545).
Other allowances and secondary benefits
|Secondary benefits||Estimated value private use company car 1|
|(in EUR thousand)||2017||2016||2017||2016|
|J.M. Kroon Chief Executive Officer||8||8||4||3|
|U.T.V. Keussen Vice-chair Executive Board||–||–||5||5|
|B.G.M. Voorhorst Chief Operating Officer||6||6||7||7|
|O. Jager Chief Financial Officer||6||6||10||7|
1) Based on estimated private mileage
All statutory directors use a company car, the estimated value of the private use of this car is shown in the above table. In addition, with respect to the private use of leased vehicles, the customary addition to taxable income is applicable for personal income tax purposes. The company does not reimburse its directors for any personal income tax consequence resulting from the private use of leased cars.
Mr Jager was temporarily stationed in Germany until 1 August 2017. As such, a number of associated costs were reimbursed, including travel costs, housing costs, school fees, and an allowance was allocated in accordance with the company's expat policy. These reimbursements did not contain a remuneration component.
Each statutory director received a monthly allowance for necessary business expenses, of EUR 3,300 a year. This monthly allowance is not included in the table as it is a compensation of costs and not a remuneration component.
For the Dutch statutory directors the secondary benefits as shown in the above table include the contribution to the life-course savings scheme based on the 'NWb' collective labour agreement for grid companies, a contribution to health insurance and a budget for flexible terms of employment. There are no comparable secondary benefits or allowances based on the Tarifvertrag for the German statutory director.
The total remuneration paid to the statutory directors is reconciled to and further disclosed in the note 3.2.2. of the consolidated financial statements.
Remuneration of the Supervisory Board
The remuneration policy for the Supervisory Board defines the remuneration for the different roles and committees of the Supervisory Board. Each Supervisory Board member is either a member or chair of one or two committees. To establish a link between the Supervisory Board and the Aufsichtsrat of TenneT TSO GmbH, one of the members of the Supervisory Board is also a member of the Aufsichtsrat.
The responsibilities on the committees are as follows:
|Supervisory Board||Audit, Risk and Compliance Committee||Remuneration and Appointments Committee||Strategic Investments Committee||Aufsichtsrat TenneT TSO GmbH|
|P.M. Verboom||Vice-chair||Chair||Member 1||Member 2|
|R.G.M. Zwitserloot||Member||Chair 2 (before Member)||Member|
|S. Hottenhuis||Member||Member 2||Chair|
|J.L.M. Fischer, until 11 September 2017 3||Member||Chair|
|L.J. Griffith||Member||Member||Member 2|
2) As of 1 December 2017. The total remuneration will be adjusted, if applicable, as of 1 January 2018.
3) Mr Fischer resigned on 11 September 2017. For further details, please see the Supervisory Board report.
The total remuneration received by members of the Supervisory Board in 2017 was as follows:
|Fixed remuneration||Committee fee||Total remuneration|
|(in EUR thousand)||2017||2016||2017||2016||2017||2016|
The shareholder decided to introduce an annual indexation of the Supervisory Board remuneration following the 'NWb' collective labour agreement for grid companies, as of 1 January 2015. The Supervisory Board remuneration will be indexed by 1.5% as of 1 January 2018.The remuneration was as follows in 2017:
|Audit, Risk and Compliance Committee||6,656||per annum|
|Remuneration and Appointment Committee||5,264||per annum|
|Strategic Investment Committee||5,264||per annum|
|Aufsichtsrat TenneT TSO GmbH||5,500||per annum|