LISI 2012 FINANCIAL REPORT
121
7
Information regarding the Company and corporate governance
b) Group Savings Plan (PEG)
In 2001, the LISI Group created a savings plan dubbed “LISI
en actions” for its French companies. This plan facilitated
participation in 2001, 2004 and 2006 in a capital increase
reserved for employees in the sums of €1.47m, €0.8m, €1.18m,
and €0.9m, respectively.
For other years, the PEG was renewed in the form of a
repurchase of shares.
The levels of voluntary contributions by employees, the profit-
sharing and the extent of profit-sharing schemes are set by the
company in accordance with a schedule.
Benefits granted to employees under the Group savings
pan are recorded to the income statement and assessed in
accordance with IFRS 2.
As at December 31, 2012, the "LISI en actions" plan consisted
entirely of LISI shares, for a total of 152,500 shares, and had
1,515 members.
In 2012, the Group savings plan was renewed in the form of a
share repurchase program.
c) Employee shareholding
The percentage of share capital held by the Group’s employees
stood at 1.4% as at December 31, 2012.
2.7.2.2 Compensation in shares
a) Free shares granting plan
As a reward to several employees who have spent the majority
of their working lives employed within the LISI Group, and
who have actively contributed to its development, the Board
of Directors, in its meeting of October 24, 2012, with the
permission of the General Meeting of April 29, 2009, decided to
allocate 300 LISI company shares, freely and without condition,
to four Group employees. The plan stipulates that shares thus
allocated shall be held for two years, during which period they
may not be sold on.
b) Performance shares plan
Plan of 2010:
Acting on the recommendation of the Compensation
Committee, LISI's Board of Directors decided, on July 28, 2010,
with the permission of the General Meeting of April 29, 2009,
to allocate performance shares to members of the Executive
Committee and to members of the main Management
Committees for the three LISI Group divisions, subject to their
meeting all or part of certain performance targets: reaching
on December 31, 2011 two criteria, namely consolidated EBIT
in excess of 6% of consolidated sales, and consolidated sales
revenue in excess of €800m. The maximum allocated number
of shares is 60,900 existing shares and concerns 123 French
employees.
In order for the number to be equal to the number of shares
originally allocated, performance indicators need to be fully
respected. Where performance targets are not met, the
number of shares will be reduced accordingly. The plan also
stipulates that shares thus allocated shall be held for two years,
during which period they may not be sold on.
As far as the corporate officers are concerned, the Board of
Directors decided:
1) In order to receive at maturity all or part of the Performance
Shares to which they are entitled, each of the corporate
officer directors shall, at the end of the acquisition period,
acquire 200 Company shares.
2) The corporate officer directors shall retain 200 of any shares
which may have been allocated to them registered in their
own name, and until the termination of their employment.
59 employees outside of France will benefit from bonuses
based on the principles and conditions, but in the form of pay
and salaries.
On February 15, 2012, the Board of Directors observed that
performance targets had only been partially met; as a result
only 85% of shares or bonuses will actually be allocated.
Plan of 2011:
Acting on the recommendation of the Compensation
Committee, LISI's Board of Directors decided, on October
26, 2011, with the permission of the General Meeting of
April 29, 2009, to allocate performance shares to members
of the Executive Committee and to members of the main
Management Committees for the three LISI Group divisions,
subject to their meeting all or part of certain performance
targets: reaching on December 31, 2013, one criterion, namely
Net Asset Value of at least €900 million. If the Net Asset Value
is between €900m and €1,275 million, the shares would be
allocated in part. If the Net Asset Value is higher than €1,275m,
the shares would be allocated in full. The maximum allocated
number of shares is 48,150 shares and concerns 143 French
employees.
The plan also stipulates that shares thus allocated shall be held
for two years, during which period they may not be sold on.
As far as the corporate officers are concerned, the Board of
Directors decided:
1) In order to receive at maturity all or part of the Performance
Shares to which they are entitled, each of the corporate
officer directors shall, at the end of the acquisition period,
acquire 200 Company shares.
2) The corporate officer directors shall retain 200 of any shares
which may have been allocated to them registered in their
own name, and until the termination of their employment.
