4. Remuneration in the reporting year 2016
4.1 Measurement
No reorganisation of remuneration took place in 2015. The detailed information is shown in table 4.2.
The Executive Board is also entrusted with the management of Berner Oberland-Bahnen AG within the framework of its activities. The alliance partner bears 28.5% of the fixed component of the remuneration reported for the Executive Board members. Due to the change from the old (until 2013) to the new (starting from 2014) measurement system, the fixed proportion has grown. The alliance partners have agreed that the increase is to be spread in stages over four years. As a result, in 2016, Berner Oberland-Bahnen AG participated in the basic salaries of the members of the Executive Board at 27% (previous year: 25.5%).
The EBT (Earnings Before Taxes) applicable to the calculation of the share of the company result amounts to CHF 38.9 million for the 2016 financial year. The limitation on the profit sharing is CHF 20,000 for all board members.
The subscription rights for the purchase of discounted shares remained unchanged for 2016: Board of Directors 750 shares, Chairman of the Executive Board 2000 shares, members of the Executive Board 1200 shares. The shares issued were purchased at a preferential price of CHF 32 applicable to all Group employees. The reference date for the subscription and therefore also for the calculation of the value of this remuneration component was 3 October 2016. The share price was CHF 93.50, which means that the relevant rate after deduction of 25.274% (circular No. 37 of the Swiss Tax Administration) was CHF 69.85. The difference between the subscription price and the discounted value is thus CHF 37.85. This amount, multiplied by the individual number of shares, is reported as a remuneration component. The following numbers of shares were ultimately issued to members of the company management in 2016:
| Shares | |
|---|---|
| Sales to Executive Board at the price of CHF 32 | 5,600 |
| Sale to non-executives (Board of Directors) at the price of CHF 32 | 4,500 |
| Total shares | 10,100 |
The 2016 Annual General Meeting approved a remuneration of CHF 840,000 for the Board of Directors for the term until the next General Meeting. The total amount paid to the Board of Directors for 2016 amounts to CHF 680,741, of which 7/12 relates to the period from the 2016 Annual General Meeting, which corresponds to CHF 397,099. It is noted that remuneration will not exceed the total sum granted by the 2016 General Meeting. The total amount paid to management for the 2016 financial year is CHF 1,921,909. The sum granted for the 2016 financial year at the 2015 General Meeting amounts to CHF 2,280,000.
4.2 Remuneration overview
Members of the Board of Directors 2016
| Disclosure pursuant to Article 663b of the Swiss Code of Obligations, in CHF | Prof. Thomas Bieger, Chairman | Dr. Jürg Rieben, Vice-Chairman | Peter Baumann, Member | Nils Graf, Member | Bruno Hofweber, Member | Ueli Winzenried, Member | Board total |
|---|---|---|---|---|---|---|---|
| Fixed remuneration (cash) | 104,800 | 61,600 | 45,500 | 46,000 | 46,000 | 45,500 | 349,400 |
| Variable profit sharing (cash) | 20,000 | 20,000 | 20,000 | 20,000 | 20,000 | 20,000 | 120,000 |
| Shares | 28,388 | 28,388 | 28,388 | 28,388 | 28,388 | 28,388 | 170,328 |
| Contributions in kind | 400 | 400 | 535 | 735 | 735 | 400 | 3,205 |
| Social insurance contributions | 9,530 | 4,689 | 5,878 | 5,921 | 5,921 | 5,869 | 37,808 |
| Total remuneration | 163,118 | 115,077 | 100,301 | 101,044 | 101,044 | 100,157 | 680,741 |
Members of the Board of Directors 2015
| Disclosure pursuant to Article 663b of the Swiss Code of Obligations, in CHF | Prof. Thomas Bieger, Chairman | Dr. Jürg Rieben, Vice-Chairman | Peter Baumann, Member | Nils Graf, Member | Bruno Hofweber, Member | Ueli Winzenried, Member | Board total |
|---|---|---|---|---|---|---|---|
| Fixed remuneration (cash) | 103,800 | 60,100 | 44,500 | 45,000 | 44,500 | 44,500 | 342,400 |
| Variable profit sharing (cash) | 20,000 | 20,000 | 20,000 | 20,000 | 20,000 | 20,000 | 120,000 |
| Shares | 33,375 | 33,375 | 33,375 | 33,375 | 33,375 | 33,375 | 200,250 |
| Contributions in kind | 500 | 400 | 535 | 735 | 735 | 400 | 3,305 |
| Social insurance contributions | 9,666 | 4,891 | 6,151 | 6,194 | 6,163 | 6,142 | 39,207 |
| Total remuneration | 167,341 | 118,766 | 104,561 | 105,304 | 104,773 | 104,417 | 705,162 |
Member of the Executive Board 2016
| Disclosure pursuant to Article 663b of the Swiss Code of Obligations, in CHF | Highest total compensation: Urs Kessler, Chairman of the Executive Board | Executive Board total |
|---|---|---|
| Fixed remuneration (cash) | 352,600 | 1,000,900 |
| Variable profit sharing (cash) | 119,385 | 334,278 |
| Shares | 75,700 | 212,240 |
| Contributions in kind | 1,612 | 5,421 |
| Social insurance contributions | 130,290 | 369,070 |
| Total remuneration | 679,587 | 1,921,909 |
Member of Executive Board 2015
| Disclosure pursuant to Article 663b of the Swiss Code of Obligations, in CHF | Highest total compensation: Urs Kessler, Chairman of the Executive Board | Executive Board total |
|---|---|---|
| Fixed remuneration (cash) | 352,200 | 1,016,754 |
| Variable profit sharing (cash) | 159,220 | 445,816 |
| Shares | 89,000 | 249,200 |
| Contributions in kind | 344 | 1,416 |
| Social insurance contributions | 120,642 | 343,121 |
| Total remuneration | 721,406 | 2,056,307 |
4.3 Loans and credits
In 2016, there were no loans for members of the Board of Directors or Executive Board.