Note 23 - 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.

This entails inter alia that the basis for variable remuneration related to the entity’s performance must be a period of a minimum of two years for senior employees. Variable remuneration can be accumulated annually, based on assessments of financial and non-financial performances over a minimum of two years. 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
2012 2013 (NOK million) 2013 2012
548 519 Wages 830 837
42 38 Pension costs (note 25) 52 55
28 29 Social costs 32 31
618 587 Total personnel expenses 914 924
         
837 790 Average number of employees 1,195 1,176
793 757 Number of man-labour years as at 31 December 1,159 1,135
838 805 Number of employees as at 31 December 1,238 1,216

  

Emoluments to Top Management               
2013 (thousands of NOK)              
Name and title Salary and other short-term benefits Of which bonuses1) 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 5,707 70 1,722 190 16,025 682 6,696  173,351
Kjell Fordal Executive Director Group Finance  2,729 87 393 87 6,131 708 5,767  222,259
Wenche M. Seljeseth2) Executive Director Products, Processes and Production 2,028 53 181 53  -  62 2,131 6,535
Tina Steinsvik Sund2) Executive Director Performance Development, HR and Digital Channels 2,221 70 241 70  -  62 6,736 9,922
Vegard Helland Executive Director Group Customers 2,469 82 254 82 1,371 93 3,175 11,477
Svein Tore Samdal Executive Director Offices as from 1 September 2013 2,084 - 44 -  -  21 5,052 2,000
Tore Haarberg Executive Director Product and Prosesses to end 31 August 2013 2,041 89 269 89  -  126 5,430 9,563
                 
2012 (thousands of NOK)              
Name and title Salary and other short-term benefits Of which
bonuses1)
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 M. Seljeseth2) 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 Sund2)Executive Director, Business Operations 2,246 219 228 - - 60 6,759 8,517

1) Paid bonuses for previous year
2) Defined-contribution pension scheme.

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. 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. A 12G arrangement has subsequently been established for a number of new managers.

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      
2013 (thousands of NOK)          
Name Title Fee Fees to audit and remuneration committee Other benefits Loans as of 31.12. No. of equity
capital
certificates
Kjell Bjordal Board chairman as from 1 April 2013 306 18 116 - 100,000
Bård Benum Deputy chair 182 55 1 - -
Aud Skrudland Board member 162 18 4 0 1,765
Arnhild Holstad  Board member 162 29 2 2,583 -
Paul E. Hjelm-Hansen Board member  162 73 1 0 49,219
Venche Johnsen1)  Board member, employee representative 162 - 671 235 24,716
Bente Karin Trana  Alternate 148 - 2 - -
Morten Loktu  Board member as from 1 April 2013 122 7 1 - -
Eldbjørg Gui Standal  Board member to end 31 January 2013 41 18 1 - -
Per Axel Koch  Board chairman to end 31 March 2013 86 14 121 - 50,000
             
Rolf Røkke  Chair, Control Committee to end 31 March 2013 35 - 1 - -
Terje Lium  Chair, Control Committee as from 1 April 2013 105 - 1  -  -
Anders Lian  Deputy Chair, Control Committee  94 - 1  -  -
Terje Ruud  Member, Control Committee 94 - 1  -  -
             
1) Other emoluments include salary in employment relationships.      
             
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  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 Johnsen1)  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  -  -

 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.

Fees to the Supervisory Board    
(thousands of NOK) 2013 2012
Randi Dyrnes, Supervisory Board Chair as from April 2012 73 61
Terje Skjønhals, Supervisory Board Chair to end March 2012  - 26
Other members 385 549

Annual report and notes

© SpareBank 1 SMN