Financial Year 2022
CHF thousands | Total compensation1 | Cash compensation | Number of shares2, 3 | Value of the allocated shares4 | Social insurance contributions | Total for 2021 |
Stefan Mächler (Chairman) | 189 | 133 | 3,461 | 56 | 18 | 207 |
Christoph Caviezel (Vice-Chairman and Chair of the IC) | 95 | 675 | 1,730 | 28 | 4 | 99 |
Hans Ulrich Meister (Member and Chair of the AC) | 85 | 60 | 1,557 | 25 | 9 | 94 |
Marie-Noëlle | 85 | 60 | 1,557 | 25 | 9 | 94 |
André Wyss (Member) | 67 | 47 | 1,212 | 20 | 7 | 74 |
Total | 521 | 367 | 9,768 | 158 | 47 | 568 |
1 First, the total compensation is stated and then divided into cash compensation and shares.
2 Registered shares of Ina Invest Holding Ltd, ISIN CH0524026959, at a nominal value of CHF 0.03 each.
3 The calculation is based on the average share price in December 2022. The shares were allocated on 3 January 2023.
4 The value of the shares is calculated as follows: average share price in December 2022 less 16.038% tax discount due to the 3-year blocking period.
5 The cash remuneration was invoiced by and paid each time to Bluereal AG, a public limited company wholly owned by Christoph Caviezel
Financial Year 2021
CHF thousands | Total compensation1 | Cash compensation | Number of shares2, 3 | Value of the allocated shares4 | Social insurance contributions | Total for 2021 |
Stefan Mächler (Chairman) | 189 | 133 | 3,558 | 56 | 19 | 208 |
Christoph Caviezel (Vice-Chairman and Chair of the IC) | 94 | 675 | 1,691 | 27 | 4 | 98 |
Hans Ulrich Meister (Member and Chair of the AC) | 84 | 60 | 1,521 | 24 | 8 | 92 |
Marie-Noëlle Zen-Ruffinen (Member and Chair of the AC) | 84 | 60 | 1,521 | 24 | 8 | 92 |
André Wyss (Member) | 66 | 47 | 1,245 | 20 | 7 | 74 |
Total | 517 | 367 | 9536 | 151 | 46 | 564 |
1 First, the total compensation is stated and then divided into cash compensation and shares.
2 Registered shares of Ina Invest Holding Ltd, ISIN CH0524026959, at a nominal value of CHF 0.03 each.
3 The calculation is based on the average share price in December 2021. The shares were allocated on 3 January 2022.
4 The value of the shares is calculated as follows: average share price in December 2021 less 16.038% tax discount due to the 3-year blocking period.
5 The cash remuneration was invoiced by and paid each time to Bluereal AG, a public limited company wholly owned by Christoph Caviezel
The general meeting of 30 March 2022 approved the Board of Directors' maximum total compensation of CHF 650,000 for the period from that date until the next annual general meeting of 2023.
The compensation increased by CHF 4,000 relative to the prior year. The change is due to rounding as well as higher social security contributions. Compensation otherwise remained unchanged.
Reconciliation between the reported Board compensation and the amount approved by the shareholders at the AGM
AGM 2022 – AGM 2023 | Compensation in the financial year 2022 (A) | Minus the compensation from January to AGM 2022 (B) | Plus the compensation from January to the AGM 2023 (C)
| Compensation in the period from AGM 2022 to AGM 2023
| The maximum compensation approved at the AGM 2022 for the period from the listing date until the AGM 2023 | Ratio of paid compensation to approved compensation |
31.3.2022 - 31.12.2022 | 1.1.2022 - 31.3.2022 | 1.1.2023 - 31.3.2023 | 1.4.2022 - 30.3.2023 | |||
Total (CHF thousands) | 568 | 141 | 142 | 569 | 650 | 87.5% |
AGM 2021 – AGM 2022 | Compensation in the financial year 2021 (A) | Minus the compensation from January to AGM 2021 (B) | Plus the compensation from January to the AGM 2022 (C)
| Compensation in the period from AGM 2021 to AGM 2022
| The maximum compensation approved at the AGM 2021 for the period from the listing date until the AGM 2022 | Ratio of paid compensation to approved compensation |
31.3.2021 - 31.12.2021 | 1.1.2021 - 31.3.2021 | 1.1.2022 - 31.3.2022 | 1.4.2021 - 30.3.2022 | |||
Total (CHF thousands) | 564 | 146 | 141 | 559 | 650 | 86.0% |
Additional information about the Board of Directors’ compensation
Ina Invest Holding Ltd does not grant any loans or credit to past or present Board Members or their related parties.
In the financial year 2022, no compensation was paid to former Board Members or to persons who are related parties of past or present Board Members.
Financial Year 2022
Base salary (cash) | Total under STIP1 | Cash component under STIP22 | Number of RSUs under STIP3, 4 | Attributable value of RSUs5 | Further compensation6 | Social security | Total for 2021 | |
Marc Pointet (CEO) | 430 | 239 | 119.5 | 6,048 | 119.5 | 29 | 144 | 842 |
Other members of the Executive Management2 | 275 | 146 | 73 | 3,701 | 73 | - | 83 | 504 |
Total in CHF thousands | 705 | 385 | 192.5 | 9,749 | 192.5 | 29 | 227 | 1,346 |
1 This is the highest compensation of a member of the Executive Management.
2 Daniel Baumann, CFO, was part of the Executive Management throughout the financial year.
3 First the total variable compensation under the STIP is stated and then divided into cash compensation and RSU. In 2022, 139% of the STI target was achieved by the CEO (previous year: 171%) and 133% by the CFO.
4 The cash component for the 2022 performance year will be disbursed in the following year.
5 An RSU is a conditional entitlement to acquire a registered share in Ina Invest Holding Ltd, ISIN CH0524026959, at a nominal value of CHF 0.03.
6 The calculation is based on the average share price (closing price) in January 2023. The RSUs will be granted in March 2023.
7 The value of the RSUs corresponds to the average share price in January 2023, since the share price at grant is not known until after the publication of the Compensation Report.
8 Further compensation means perks such as mobility allowance and child benefits.
9 The social security expenses include the mandatory employer's contributions as well as the pension fund contributions according to the governmental requirements and market practices.
Financial Year 2021
Marc Pointet (CEO) | Base salary (cash) | Total under STIP1 | Cash component under STIP2 | Number of RSUs under STIP3, 4 | Attributable value of RSUs5 | Further compensation6 | Social security contributions7 | Total for 2021 |
Total in CHF thousands | 430 | 294 | 147 | 7,835 | 147 | 29 | 148 | 901 |
1 First the total variable compensation under the STIP is stated and then divided into cash compensation and RSU. In 2021, 171% of the STI target was achieved (previous year: 120%).
2 The cash component for the 2021 performance year will be disbursed in the following year.
3 An RSU is a conditional entitlement to acquire a registered share in Ina Invest Holding Ltd, ISIN CH0524026959, at a nominal value of CHF 0.03.
4 The calculation is based on the average share price (closing price) in January 2022. The RSUs will be granted in March 2022.
5 The value of the RSUs corresponds to the average share price in January 2022, since the share price at grant is not known until after the publication of the Compensation Report.
6 Further compensation means perks such as mobility allowance and child benefits.
7 The social security expenses include the mandatory employer's contributions as well as the pension fund contributions according to the governmental requirements and market practices.
The general meeting of 31 March 2021 approved the CEO's maximum total compensation of CHF 1,100,000 for the financial year 2022. As already announced last year, due to the addition of a CFO to the Executive Management, part of the additional amount provided for in Article 15(5) of the Articles of Association had to be drawn down as intended. The total compensation paid to the Executive Management in the financial year 2022 is approximately 22.4% above the approved maximum amount.
The CEO’s variable compensation in the financial year 2022 amounted to 139% of the fixed compensation; that of the other members of the Executive Management (CFO) amounted to 133%.
The compensation increased by about CHF 445,000 compared to the previous year. The change is due to the fact that the Executive Management has comprised two members since 1 January 2022. The CEO’s monthly base salary remains unchanged compared to the previous year.
Ina Invest Holding Ltd does not grant any loans or credit to past or present Executive Management members or their related parties.
For the financial year 2022, no compensation was paid to former Executive Management members or to persons who are related parties of past or present Executive Management members.
The employment contracts of the members of the Executive Management are for an indefinite period and may be terminated on 6 months’ notice.