Annual report 2018

Galenica annual report 2018 | 67 Remuneration policy The remuneration policy of Galenica aims to recruit, motivate and retain best-in-class employ- ees who are entrepreneurially oriented, success­ ful and have high personal standards. The remu- neration system is designed to provide appropriate reward in a competitive employment market and in a complex sector. It is aligned with the long- term Group strategy and its pay-for-performance philosophy. The remuneration system of Galenica aims at strengthening its overall industry posi- tion to the benefit of its customers while deliver- ing the expected returns to its shareholders. The remuneration system of Galenica is part of a sustainable, long-term corporate policy to sup- port the strategic goals defined by the Board of Directors. Members of the Corporate Executive Committee and members of Senior Management participate in Galenica’s value creation in the form of blocked shares, so being aligned with the interests of shareholders. Remuneration Report In this report, Galenica provides an overview of its remuneration model and remuneration princi- ples. The following pages outline the process and responsibilities under which remuneration of the members of the Board of Directors and Corpo- rate Executive Committee is determined, and the remuneration components at top management level. The remuneration system as well as its reporting is in accordance with the Swiss Code of Obligations, the Ordinance against Excessive Remuneration in Listed Companies Limited by Shares (VegüV), the Directive of the SIX Swiss Exchange on Information Relating to Corporate Governance (Directive Corporate Governance) and the recommendations of the Swiss Code of Best Practice for Corporate Governance issued by Economiesuisse. The statutory auditor veri- fies compliance of the report with the law and Articles 14 to 16 of the VegüV and issues a writ- ten report to the Annual General Meeting. 2018 reporting year The current Galenica was founded and listed on the stock exchange in 2017. The remuneration model and remuneration components intro- duced in 2017 are appropriate for the Board of Directors and the Remuneration Committee, are in line with the market, and are designed to achieve the goal of the remuneration policy and ensure that the corporate strategy is supported and the interests of shareholders are pursued. The maximum remuneration of the Board of Directors and the Corporate Executive Commit- tee in 2018 remained unchanged from the previ- ous year. In 2018, the Remuneration Committee arranged for an external benchmark test to be performed on the remuneration of the Corporate Executive Committee and members of Senior Management by Klingler Consultants, which holds no other mandates at Galenica. Overall, it was shown that the structure and amount of the remuneration are in line with the market. The same result was obtained in an external market comparison of the salaries of the Board of Direc- tors performed by A. Blust Consulting, which was also carried out in the year under review. In both cases, listed and private companies active in the Swiss healthcare, logistics and retail market with a similar market capitalisation were used as a benchmark. The Remuneration Committee also performed its regular duties in 2018, in particu- lar preparing the Remuneration Report for the Annual General Meeting, evaluating the perfor- mance of the CEO and determining the remuner- ation of the members of the Corporate Executive Committee and the Board of Directors. In addi- tion, the Remuneration Committee conducted a self-assessment of its functioning. It rated its processes and working methods as efficient and the support of the Board of Directors as effec- tive. Remuneration Report Galenica

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