65 rights to acquire shares can still make a useful contribution to the rules should be in alignment of the interests of executive directors with the interests of place the shareholders. However, because of the acute conflicts of interest inherent in such schemes, they must be subjected to appropriate governance controls, based on adequate information rights. An appropriate regulatory regime at least includes the following Including four elements at least elements: 1. The remuneration policy for directors generally should be disclosed in the financial statements of the company, and should be an explicit item on the agenda of the annual general meeting. Shareholders should annually have the opportunity to debate the remuneration policy of the company on the basis of a comprehensive disclosure of the policy, without having to go through the process of tabling shareholder resolutions. Some Member States require, or are considering requiring, a form of mandatory or advisory vote by shareholders on the remuneration policy. We do not believe a shareholder vote on the remuneration policy generally should be an EU requirement, as the effects of such a vote can be different from Member State to Member State. The important thing is that shareholders annually have the opportunity to debate the policy with the board. See however n°3 below for prior approval by shareholders of share and share option schemes.
Remuneration policy for directors should be annually disclosed
2. The remuneration of individual directors of the company, both executive and non-executive or supervisory directors, is to be disclosed in detail in the annual financial statements of the company. This includes all financial and non-financial benefits derived from the company, including golden parachutes and pension rights and other perquisites. Disclosure of the individual remuneration of directors is important for shareholders in order to appreciate the relation between the performance of the company and the level of remuneration of the directors. It also takes away the possibility of hiding particular elements of remuneration of individual directors in aggregate numbers and thus puts up a barrier against excessive (elements of) remuneration. Some have argued that disclosure of individual director’s remuneration will only lead to an increase of remuneration as a result of human nature of directors comparing their income with that of their competitors and peers. This may be a negative side effect but, on balance, the Group believes it is more important to give shareholders the information on the basis of which they can hold directors accountable for the remuneration they extract from the company.
Individual remuneration of directors should be disclosed in detail annually
And debated in the annual meeting But requirement for a vote on the policy should not be imposed at EU level
To clarify the relation with company performance
And to prevent potential abuses
The requirement to disclose the remuneration of individual directors This applies also should extend to non-executive and supervisory directors. Usually, to non-executive