The CoC regularly reviews the level and structure of the compensation packages for members of the EC. In 2015/2016 Clariant conducted selected market benchmarks regarding the chemical peers for the EC and the Board of Directors and maintained the survey activities for all global positions around the world. In the Individualized Chemical Benchmark analysis, it was focused on companies which are defined in the relevant peer group of the introduced Performance Share Unit (PSU) Plan (see chapter Bonus plans).

Key focus elements are:

a) Comparison of management remuneration packages of European chemical companies with global scope

b) Comparison of management remuneration of Swiss-based multinational companies

The bonus amounts of the total compensation packages are paid out in relation to the achieved results for a particular financial year. The actual bonus amounts may vary between zero and target values (= 100%) in the financial year in question.

Base salary and variable remuneration

It is important to highlight that the Executive Committee participates in the same bonus programs as the senior managers.

Therefore, they participate in the GMBP, Performance Share Unit Plan and the GSM-LTIP.

As an outcome of the benchmarking exercise, the remuneration structure of the EC was adjusted in 2016 (after a fixation of terms in 2014 and 2015) to the following general structure for 2016 (see chart below).

Remuneration structure of the Clariant Executive Committee

Other benefits

The members of the EC participate in the pension plans of the Clariant Group, notably the Clariant pension fund with an insured income of up to CHF 200 000 per annum, and the management pension fund with an insured income of up to a further CHF 646 000 per annum. The maximum insured income under the pension plans therefore stands at CHF 846 000 per annum. The CEO participates in Clariant’s pension and insurance plans. Additional pension provisions are accrued over time in order to match contractually granted retirement plans.

Clariant’s pension plans conform with the legal framework of the occupational pension scheme (BVG). In the future, the maximum contribution will be dynamically aligned with art. 79c BVG. For members of the EC and all other Clariant employees, the insured income is defined as the base salary plus 50% of target cash bonus. Equity-linked income components are not subject to pensionable income. The usual term insurance policies for death and disability form part of Clariant’s pension plans. The total employer contribution is approximately 11% of the insured income in the case of the Clariant pension fund, and 22% of the insured income in the case of the Clariant management pension fund. These contributions cover both the contributions to the formation of retirement capital, and the risk components. Under IFRS, the Clariant pension fund is a defined benefit plan. The management pension fund provides the members with retirement capital upon retirement. Pension payments are only accepted in exceptional cases.

The following personnel changes within the Executive Committee occurred: At the end of 2015 Mathias Lütgendorf left the Executive Committee. From April 2016 on, Britta Fuenfstueck joined the Executive Committee. In addition, Christian Kohlpaintner moved to China as an International Assignee.

In accordance with the reporting requirements outlined in the Ordinance against Excessive Compensation (OaEC), the relevant Fair Market Value (FMV) figures are shown in the following audited table.

In 2016 there were only the contractual payments to leaving members of the Executive Committee made (in 2015 there were no payments). In both years there were no loans or credits outstanding and/or granted.

Including the compensation of Britta Fuenfstueck the total compensation of the Executive Committee sums up to CHF 15 743 765. The amount above CHF 15.0 million (CHF 743 765) is covered by the maximum additional budget for new Executive Committee members as described in article 28 of the Articles of Association.

Excluding Britta Fuenfstueck and including Mathias Lütgendorf the overall total compensation for 2016 of the Executive Committee was CHF 13 766 159 and therefore below the approved budget of CHF 15.0 million (92%). This budget approval was made for the year 2016 at the Annual General Meeting in 2015.

Please find below the information about the actual share ownership of the members of the Executive Committee. No more options are held at 31 December 2015/2016.