Employment contracts concluded with the Chairman and the members of the Management Board, approved by resolution of the Supervisory Board, do not include compensation for resignation or dismissal from their positions without a valid reason, or if the dismissal results from a business combination through an acquisition of the issuer.
Separate non-competition agreements regulate among others refraining from post-employment competition with PZU in exchange for damages. In 2013-2014, PZU Group companies included in consolidation did not grant any loans or similar benefits to members of their management boards, higher level managers or members of their supervisory boards.
Rules of granting annual bonuses to the Members of the Management Board
The bonuses of the Management Board’s Members are dependent on their performance for the financial year. They are awarded by the Supervisory Board after the approval of the financial statements for the year.
The bonus amount depends on the performance of the business area supervised by the given Member of the Management Board, however, the areas that affect business results have much greater impact on remuneration than the support areas.
1 January – 31 December 2014 | 1 January – 31 December 2013 | |||
---|---|---|---|---|
Compensation and other short-therm employee benefits paid by PZU (PLN 000) | including bonuses and special prizes: | including bonuses: | ||
Management Board, including: | 8,226 | 2,812 | 9,503 | 3,024 |
Andrzej Klesyk | 2,714 | 914 | 2,780 | 980 |
Przemysław Dąbrowski | 1,054 | 313 | 1,135 | 336 |
Dariusz Krzewina | 1,314 | 534 | 642 | - |
Barbara Smalska1 | 1,088 | 399 | 593 | - |
Tomasz Tarkowski | 891 | 228 | 1,102 | 336 |
Ryszard Trepczyński | 1,165 | 424 | 1,535 | 736 |
Bogusław Skuza2 | - | - | 1,716 | 636 |
Contracts concluded with high level managers – High level management (Directors of PZU Group), including: | 3,717 | 1,193 | 3,263 | 1,122 |
Rafał Grodzicki | 936 | 312 | 874 | 250 |
Przemysław Henschke | 936 | 312 | 804 | 180 |
Dariusz Krzewina3 | - | - | 291 | 180 |
Sławomir Niemierka | 860 | 199 | 863 | 200 |
Barbara Smalska3 | - | - | 4314 | 3125 |
Tobiasz Bury | 985 | 3706 | - | - |
Supervisory Board, including: | 1,221 | - | 1,224 | - |
Aleksandra Magaczewska | 97 | - | - | - |
Waldemar Maj | 90 | - | 192 | - |
Zbigniew Ćwiąkalski | 168 | - | 168 | - |
Tomasz Zganiacz | 144 | - | 144 | - |
Dariusz Daniluk | 57 | - | 120 | - |
Zbigniew Derdziuk | 120 | - | 120 | - |
Dariusz Filar | 120 | - | 120 | - |
Dariusz Kacprzyk | 64 | - | - | - |
Jakub Karnowski | 64 | - | - | - |
Włodzimierz Kiciński | 57 | - | 120 | - |
Alojzy Nowak | 120 | - | 120 | - |
Maciej Piotrowski | 120 | - | 120 | - |
1) On 06 October 2014, Barbara Smalska resigned from the position as at 31 December 2014
2) Bogusław Skuza on 27 December 2013 resigned with effective date on 31 December 2013
3) On 12 March 2013, the Supervisory Board of PZU appointed Dariusz Krzewina and Barbara Smalska to the position of Members of the Management Board effective from 15 March 2013. (additionally Dariusz Krzewina and Barbara Smalska were Directors of PZU Group respectively till 14 March 2013 and from 5 January 2013 till 14 March 2013)
4) The aforementioned amount includes a bonus for 2012 as well as remuneration for performance of other functions at PZU and PZU Życie until the date of appointment as the Group’s Director
5) Amount representing the value of benefits for 2012 granted during the term of office in PZU and PZU Życie
6) Amount representing the value of benefits for 2013 granted during the term of office in PZU and PZU Życie.
1 January – 31 December 2014 | 1 January – 31 December 2013 | |||
---|---|---|---|---|
Compensation and other short-therm employee benefits paid by other entities of PZU (PLN thousands) | including bonuses: | including bonuses: | ||
Management Board, including: | 2,942 | 996 | 3,826 | 1,224 |
Andrzej Klesyk | - | - | 320 | - |
Przemysław Dąbrowski | 599 | 200 | 654 | 255 |
Dariusz Krzewina | 553 | 133 | 1.121 | 561 |
Barbara Smalska1 | 596 | 225 | 327 | - |
Tomasz Tarkowski | 536 | 179 | 510 | 153 |
Ryszard Trepczyński | 658 | 259 | 654 | 255 |
Bogusław Skuza2 | - | - | 240 | - |
High level management (Directors of PZU Group), including: | 1,844 | 478 | 2,235 | 1,071 |
Rafał Grodzicki | 455 | 119 | 742 | 357 |
Przemysław Henschke | 455 | 119 | 742 | 357 |
Sławomir Niemierka | 427 | 70 | 751 | 357 |
Tobiasz Bury | 507 | 1703 | - | - |
1) On 06 October 2014, Barbara Smalska resigned from the position as at 31 December 2014
2) Bogusław Skuza on 27 December 2013 resigned with effective date on 31 December 2013
3) Amount representing the value of benefits for 2013 granted during the term of office in PZU and PZU Życie.
Total estimated valued of benefits in kind allocated by PZU and its subsidiaries (PLN thousands) | 1 January – 31 December 2014 | 1 January – 31 December 2013 |
---|---|---|
Management Board, including: | 1,307 | 1,343 |
Andrzej Klesyk | 282 | 251 |
Przemysław Dąbrowski | 186 | 167 |
Dariusz Krzewina3 | 217 | 214 |
Barbara Smalska1,3 | 205 | 151 |
Tomasz Tarkowski | 191 | 181 |
Ryszard Trepczyński | 226 | 166 |
Bogusław Skuza2 | - | 213 |
Management Board, including: | 908 | 401 |
Rafał Grodzicki | 170 | 183 |
Przemysław Henschke | 203 | 55 |
Sławomir Niemierka | 358 | 163 |
Tobiasz Bury | 177 | - |
1) On 06 October 2014, Barbara Smalska resigned from the position as at 31 December 2014
2) Bogusław Skuza on 27 December 2013 resigned with effective date on 31 December 2013
3) On 12 March 2013, the Supervisory Board of PZU appointed Dariusz Krzewina and Barbara Smalska to the position of Members of the Management Board effective from 15 March 2013. (additionally Dariusz Krzewina and Barbara Smalska were Directors of PZU Group respectively till 14 March 2013 and from 5 January 2013 till 14 March 2013)
Group Directors
Positions of PZU Group Directors were established in relation to the implementation of the management model, according to which members of the Management Board of PZU Życie as Group Directors are in charge of the same business areas and functions in PZU and PZU Życie. The positions of Group Directors are established based on Organizational Regulations of PZU (paragraph 20, item 3).
As at 1st January 2014, Group Directors of PZU Capital Group were the following:
- Rafał Grodzicki;
- Przemysław Henschke;
- Sławomir Niemierka.
On 16th February 2014 the Management Board of PZU appointed Tobiasz Bury Director in PZU Group. On 16th January 2014 Tobiasz Bury was appointed a Member of the Management Board of PZU Życie.
As at 31st December 2014, Group Directors of PZU Capital Group were the following:
- Tobiasz Bury;
- Rafał Grodzicki;
- Przemysław Henschke;
- Sławomir Niemierka.