4. Remuneration in the reporting year 2017
4.1 MEASUREMENT
Compared with 2016, no reorganisation of the remuneration was undertaken. However, the Management Board voluntarily waives the profit participation that is due to it for the 2017 financial year. The detailed information is shown in 4.2 in tabular form.
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.
The EBT (Earnings Before Taxes) applicable to the calculation of the share of the company result amounts to CHF 52.967 million for the 2017 financial year.
The subscription rights for the purchase of discounted shares remained unchanged for 2017: Management Board members 750 shares, Chief Executive Officer 2000 shares, Executive Board members 1200 shares. The shares issued were purchased at a preferential price of CHF 33 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 2 October 2017. The share price was CHF 129.00, which means that the relevant rate after deduction of 25.274% (circular no. 37 of the Swiss Tax Administration) was CHF 96.40. The difference between the subscription price and the discounted value is thus CHF 63.40. 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 2017:
| Stück | |
|---|---|
| Sales to Executive Board members at the price of CHF 33 | 3,950 |
| Sales to non-executives (Management Board) at the price of CHF 33 | 4,500 |
| Total shares | 8,450 |
The 2017 Annual General Meeting approved a remuneration of CHF 840,000 for the Management Board for the term until 2018 AGM. The total amount paid to the Management Board for 665,466 (previous year CHF 680,741), of which 7/12 relates to the period from the 2017 Annual General Meeting, which corresponds to CHF 388,189. Once extrapolated, is noted that the remuneration will not exceed the total amount approved by the 2017 AGM until the 2018 AGM.
The total amount paid to the Executive Board for the 2017 financial year is CHF 1,937,270. The sum granted for the 2017 financial year at the 2016 General Meeting amounts to CHF 2,280,000.
4.2 REMUNERATION OVERVIEW
Members of the Board of Directors 2017
| Disclosure pursuant to Article 663b of the Swiss Code of Obligations, in CHF | Prof. Thomas Bieger, Chairman | Dr. Jürg Rieben, Vice-Chairman [1] | Ueli Winzenried, Vice-Chairman [2] | Peter Baumann, Member | Nils Graf, Member | Bruno Hofweber, Member | Hanspeter Rüfenacht, Member [3] | Board total |
|---|---|---|---|---|---|---|---|---|
| Fixed remuneration (cash) | 103,300 | 24,666 | 53,134 | 44,000 | 44,500 | 44,000 | 26,250 | 339,850 |
| Variable profit sharing (cash) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Shares | 47,550 | 0 | 47,550 | 47,550 | 47,550 | 47,550 | 47,550 | 285,300 |
| Contributions in kind | 510 | 0 | 400 | 555 | 755 | 755 | 0 | 2,975 |
| Social insurance contributions | 9,404 | 1,213 | 6,289 | 5,734 | 5,777 | 5,746 | 3,178 | 37,341 |
| Total remuneration | 160,764 | 25,879 | 107,373 | 97,839 | 98,582 | 98,051 | 76,978 | 665,466 |
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 |
Member of the Executive Board 2017
| 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 [1] |
|---|---|---|
| Fixed remuneration (cash) | 352,800 | 878,647 |
| Variable profit sharing (cash) | 189,835 | 465,096 |
| Shares | 126,800 | 250,430 |
| Contributions in kind | 2,340 | 6,968 |
| Social insurance contributions | 137,724 | 336,129 |
| Total remuneration | 809,499 | 1,937,270 |
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 |
4.3 LOANS AND CREDITS
In 2017, there were no loans for members of the Management Board or Executive Board.