The compensation of the Chairwoman of the Board of Directors comprises a fixed compensation , collective health and benefit plans as well as fringe benefits.
As the Chairwoman is a non-executive Corporate Officer , in line with market practices in France, she does not receive any short-term annual variable compensation or any multi-year variable compensation, or any long-term incentive plan.
The Chairwoman’s fixed compensation is determined in line with benchmark studies and is awarded as payment for duties and responsibilities inherent to such position.
Accordingly, the following factors are taken into account:
The compensation policy may be modified during the term of the corporate office and prior to its renewal if there is a significant evolution in the scope of responsibility, which may be related to the Company’s evolution, or if there is a major disparity with the market. In such specific situations, the nature of any adjustment to the fixed compensation and the related motives would be publicly disclosed.
The annual fixed compensation of the Chairwoman of the Board of Directors is 675,000 euro, unchanged since the Annual Shareholders Meeting of January 23, 2018.
As stated earlier in this chapter, given the unprecedented sanitary crisis caused by the Covid-19 pandemic and the resulting social and economic impacts, the Board of Directors decided to reduce Sophie Bellon’s fixed compensation by 50% for the second half of Fiscal 2020 – a decision that was based on the Group’s underlying values of solidarity and fairness. Sophie Bellon fully agreed with this decision, which allowed her to express her solidarity with the Group’s employees.
A review of whether Sophie Bellon’s compensation is appropriate was due to be carried out in Fiscal 2020 at the time of her reappointment as Chairwoman of the Board. However, given the unprecedented sanitary crisis caused by the Covid-19 pandemic and its resulting social and economic impacts, acting on the recommendation of the Compensation Committee, the Board of Directors decided to freeze the Chairwoman’s annual fixed compensation for Fiscal 2021.
The Chairwoman of the Board of Directors is a member of the Company’s collective health and benefit plans, subject to the same terms and conditions as those applicable to all employees of the Group’s French entities. These plans are as follows:
The Chairwoman of the Board of Directors has the use of a Company car. The insurance, maintenance and fuel costs (related to her professional use) are covered by Sodexo.
The Chairwoman of the Board of Directors does not receive any other compensation for her duties as a director or for attending specialized Committee meetings. Additionally, she will not receive a termination benefit if her corporate office is terminated.
The Chief Executive Officer’s compensation is made up of fixed, variable and long-term compensation. He also receives other benefits, such as a non-compete indemnity, a supplemental pension plan, collective health and benefit plans as well as fringe benefits.
The aim of the compensation policy for the Chief Executive Officer is to achieve a balance between long and short-term performance in order to promote the Group’s development for the benefit of all of its stakeholders.
To this end, and with a view to protecting stakeholders’ interests, the Company strives to ensure consistency between the Chief Executive Officer’s compensation package and Sodexo’s performance.
