Note 22 - Personnel expenses and emoluments to senior employees and elected officers

All compensation arrangements at SpareBank 1 SMN are formulated in accordance with the Financial Institutions Act and with the Securities Trading Act with associated regulations concerning compensation arrangements at financial institutions, investment firms and mutual fund management companies.

The compensation committee conducts an annual review of compensation arrangements, and a written report is forwarded to the Board of Directors for scrutiny and approval. The compensation committee is required to ensure that the practising of the compensation arrangements is examined at least once yearly by independent control functions.

The Board of Directors is charged with approving and maintaining the compensation arrangements, and with ensuring that the documentation underlying decisions is safekept. The Board of Directors also approves any material change in or exception from the compensation arrangements.

The Group’s guidelines for variable compensation are designed to assure that employees, groups and the business as a whole are compliant with the risk management strategies, processes and tools that the Group has put in place to protect assets and values. The compensation arrangements are formulated in such a way as to ensure that neither individuals nor the organisation take unacceptable risk in order to maximise the variable compensation. To this end the basis for variable compensation based on the entity’s risk-adjusted result must be a period of at least one year, and the qualifying period shall not be shorter than one year. SpareBank 1 SMN has no compensation arrangements for customer facing units that would be likely to encourage conduct which challenges the Bank’s risk tolerance, ethical guidelines or which may contribute to conflicts of interest. The Bank has no compensation arrangements for control functions that would be likely to encourage conduct which challenges competence, and reduction clauses have been introduced for instances where breaches of applicable rules or guidelines are brought to light. Reduction has its basis in the Group’s sanction system.

The following employee groups are covered by the arrangement:

Category 1: CEO and members of the Bank’s management team
Category 2: Senior employees
Category 3: Employees with tasks of material significance for the Bank’s risk exposure
Category 4: Employees with compensation corresponding to that of senior employees
Category 5: Employees with control functions

An assessment has in addition been made of whether other employees with compensation corresponding to that of the above groups should be subject to special rules under the above criteria.

Parent Bank    Group
2011 2012 (NOK million) 2012 2011
480   548 Wages 837 749
24   42 Pension costs (Note 24) 55 32
25 28 Social costs 31 29
528   618 Total personnel expenses 924 810
         
820 837 Average number of employees 1,176 1,125
786 793 Number of man-labour years as at 31 December 1,135 1,109
828 838 Number of employees as at 31 December 1,216 1,153

 

Emoluments to Top Management                
2012 (thousands of NOK)               
Name Title Salary and other short-term benefits Of which bonuses 1) Pension contribution for salaries above 12G Of which share-based bonus payments Current value of pension liability Pension rights accrued in past year Loans at 31.12 No. of equity capital certificates
Finn Haugan Group CEO   6,022   527   2,027 -   16,319   718   6,914 169,536
Tore Haarberg Executive Director, Retail Division (Deputy Group CEO)   2,716   263   333 - 1,546   173   5,552 7,775
Wenche Margaretha Seljeseth 2) Executive director, Marketing and Public Relations   1,607   92   82 -   60   -   1,950 5,463
Vegard Helland Executive Director, Corporate Division   2,385   244   224 -   888   146   3,609 9,830
Kjell Fordal Executive Director, Finance   2,682   251   367 - 5.145   764   6,804 270,518
Tina Steinsvik Sund  2) Executive Director, Business Operations   2,246   219   228 -   60  -    6,759 8,517
                   
Emoluments to Top Management                
2011 (thousands of NOK)               
Name Title Salary and other short-term benefits Of which bonuses 1) Pension contribution for salaries above 12G Of which share-based bonus payments Current value of pension liability Pension rights accrued in past year Loans at 31.12 No. of equity capital certificates
Finn Haugan Group CEO   4,964   494   1,337 -   15,846   627   7,268 126,902
Tore Haarberg Executive Director, Retail Division (Deputy Group CEO)   2,510   251   305 - 1,942   158   5,640 3,640
Wenche Seljeseth Executive director, Marketing and Public Relations   1,035   -   10 11   -   58   2,240 2,463
Vegard Helland 3) Executive Director, Corporate Division   1,888   117   161 - 1,250   128   1,554 5,254
Kjell Fordal Executive Director, Finance   2,460   267   332 - 5,108   741   2,320 243,896
Tina Steinsvik Sund 4) Executive Director, Business Operations   2,066   233   197 -   -   58   4,788 4,205

1) Paid bonuses for previous year
2) Defined-contribution pension scheme
3) Appointed Executive Director, Marketing and Public Relations as from December 2011. Benefits stated are for the entire accounting year

As a result of changes to the tax rules on top pensions, the Board of Directors decided to phase out the group pension scheme for salaries above 12G as from 1 January 2007. The Board has adopted virtually identical pension rights for all employees. For that reason an individual top pension scheme was introduced in 2007 whereby employees with salaries above 12G receive a pension add-on of 16 per cent of salary above 12G. The pension add-on will go to pension saving in products delivered by SpareBank 1. To ensure equality with the phased-out scheme, compensation will be provided for tax on this pension add-on.

Under the employment agreement with the Group CEO, the Bank undertakes to pay salary and other benefits for up to 24 months. The Group CEO is entitled to retire at age 60 on a pension of 68 per cent of pensionable income. The Bank’s group occupational pension is included in the Bank’s pension obligation to the Group CEO. The Group CEO also has an agreement on a dependants’ benefit. The Group CEO has a contractual bonus which is dependent on goal achievement with reference to specific criteria set by the Board of Directors compensation committee.

The Executive Directors have bonus agreements which are dependent on goal achievement with reference to specific criteria set by the Board of Directors compensation committee. The Executive Directors have agreement on post-employment salary of between 12-24 months, reduced however by any salary earned in other employment.

An early retirement agreement has been established with one of the executive directors, granting this person the right to retire on reaching age 62. The pension is 68 per cent of pensionable income. The benefit associated with this arrangement is included in the basis for accumulated pension entitlement in the table above.

The number of equity capital certificates includes equity capital certificates owned by related parties and companies over which the individual exercises substantial influence

Emoluments to the Board of Directors and the Control Committee        
2012 (thousands of NOK)          
Name Title Fee Fees to audit and remuneration committee Other benefits Loans as of 31.12 No. of equity capital certificates
Per Axel Koch Board chairman 345   14   31 -   45,930
Eli Arnstad 1) Deputy chair to end March 2012 47   27   501   2,379 5,200
Kjell Bjordal Deputy chair as from April 2012 207   11   36   0   50,000
Aud Skrudland Board member 162   7   33   0 1,765
Arnhild Holstad Board member  162   -   33   2,517   -
Paul E. Hjelm-Hansen Board member 162   78   32   0   49,219
Bård Benum Board member 162   69   2  -    -
Venche Johnsen 1) Board member, employee representative 162   -   711 342   24,716
Eldbjørg Gui Standal Board member 122   23   1     -
             
Rolf Røkke Chair, Control Committee 140   -   1  -    -
Anders Lian Deputy chair, Control Committee 94   -   1  -    -
Terje Ruud Member, Control Committee  94   -   1  -    -
             
2011 (thousands of NOK)          
Name Title Fee Fees to audit and remuneration committee Other benefits Loans as of 31.12 No. of equity capital certificates
Per Axel Koch Board chairman 330   16   16 -   35,000
Eli Arnstad Deputy chair 180   71   17   2,380 4,000
Kjell Bjordal Board member 155   -   18 -   27,428
Aud Skrudland Board member as from April 2010 155   -   18 239 1,346
Arnhild Holstad Board member as from April 2010 155   -   17   2,282   -
Paul E. Hjelm-Hansen Board member 155   70   16 -   37,536
Bård Benum Board member 155   68   1 -   -
Venche Johnsen 1) Board member, employee representative 155   -   611 399   16,706
             
Rolf Røkke Chair, Control Committee 135   -   0 -   -
Tone Valmot Member, Control Committee to end March 2011 26   - - - 8,012
Anders Lian Deputy chair, Control Committee 90   - - -   -
Terje Ruud Member, Control Committee as from April 2011 71   - - -   -

1) Other emoluments include salary in employment relationships.

The Board chairman has neither a bonus agreement nor any agreement on post-employment salary. The no. of equity capital certificates includes certificates owned by related parties and companies over which the individual exerts substantial influence.

Emoluments to Supervisory Board    
(thousands of NOK)  2012 2011
Terje Skjønhals, Supervisory Board Chair to end March 2012  26 77
Randi Dyrnes, Supervisory Board Chair as from April 2012 61  
Other members 549 670

 

Annual report and notes

© SpareBank 1 SMN