LISI FINANCIALREPORT2013 I
61
CONSOLIDATEDFINANCIALSTATEMENTS
3
2.7.2Share-basedpayments
2.7.2.1Sharepurchaseoptions
Stock options are awarded to directors and certain employees of
the Group. In accordance with IFRS 2, "Share-Based Payment", these
instruments result in the provision of shareholders’ equity instruments
and aremeasured at grant date. TheGroupuses thebinomialmethod
tomeasurethem.
2.7.2.2Awardofperformanceshares
Actingon the recommendationof theCompensationCommittee, LISI's
Board of Directors decided, on July 26, 2011, to allocate performance
shares tomembersof theExecutiveCommitteeand tomembersof the
mainManagementCommitteesforthethreeLISIGroupdivisions,subject
totheirmeetingcertainperformancetargets.Thesamewent in2012and
2013, insofarastheBoardofDirectorsofOctober24,2012andOctober24,
2013renewedtheopeningofanewplanundersimilarconditions.
The fairvalueof thesebenefits is recognized in the incomestatementon
astraight-linebasisthroughouttheentitlementacquisitionperiod.
The fair value of the benefits thus granted is recognized in 2013 in
Payroll expenses for €2.2m for theemployees of the French companies,
against shareholders' equity, and for€2.2m for theemployeesof foreign
companies, against social liabilities. This cost was not allocated to
divisions, and remains an expense at the LISI S.A. level until the final
completionoftheplan.
2.7.3Related-partyinformation/Remunerationofmembersof
managementbodies
2.7.3.1Related-party information
Related parties include the parent company, company managers,
directors and boardmembers. There is no other jointly-owned entity
or entity recognizedbyequitymethod, or joint shareholder, orbusiness
under jointcontrolorsignificant influencewithwhichtheLISIGroupmay
havecarriedouttransactionsworthyof investigation.
The only relationship of the Group with its parent company (CID) is
throughthecapitalholding.Ontheotherhand,LISIS.A.providessupport
to itssubsidiaries inthe fieldsofaccounting, finance, strategyand law.
2.7.3.2Remunerationofmanagersanddirectors
Expenses for the period Liabilities
As at
12/31/2013
(In€'000)
2013
2012
Grossshort-termbenefits
(salaries,bonuses,etc.)
1,030
861
Post-employmentbenefits
(IFC)
325
306
325
Other long-termbenefits
Terminationbenefits
Equitycompensationbenefits
133
63
133
Totalcompensation
1,488
1,230
458
Themaindirectorswill receive remuneration in the formof short-term
benefits, post-employment benefits and share-based payments. With
regard to this category, in 2009 and 2010 both directors of LISI S.A.
received performance shares in accordance with the same terms and
conditions as other members of the divisional Executive Committees;
Two additional conditions are also imposed in their case, namely, to
acquire 200 shares at the end of the acquisition period and to keep a
nominativeportionof equity (200 shares)until theendof their function
asmandatedchiefexecutivesofthemothercompany.
Concerning the retirementgratuities,nospecificbenefit issubcontracted,
apart fromthe legal retirementgratuity.
2.7.4Commitments
The Group draws up annually a detailed list of all contractual
commitments, financial andcommercial commitments, andcontingent
liabilities towhich LISI S.A. and/or its subsidiaries areparty or exposed.
Thislistisregularlyupdatedbythedepartmentsconcernedandreviewed
byGroupManagement. Inorder to ensure that the informationon this
list iscomplete,accurateandconsistent, special controlprocedureshave
been implemented, including inparticular:
n
The regular examination of the minutes of Shareholders’ General
Meetings, Board Meetings, associated Committees that deal with
contractual commitments, disputes and authorizations for the
purchaseordisposalofassets;
n
Review of sureties and guarantees as well as loan agreements and
anyother banking commitments, in conjunctionwith thebanks and
financial institutions;
n
Review, together with both internal and external legal counsels, of
dispute and legal proceedings before the courts, environmental
questions,andthemeasurementof liabilitiesthatmightarise;
n
Examinationof tax inspectors’ reportsand reassessmentnotices from
previous financialyears;
n
Examination, together with those in charge of risk management,
insurancebrokersandagentsof the insurance companieswithwhich
theGrouphas takenout its insurancepolicies tocover risks in respect
ofcontingent liabilities;
