Annual Report 2024

Annual Report 2024

de

8. Remuneration awarded to the Board of Directors and share ownership in 2024

This section is audited by the external auditor.

The remuneration of the Board of Directors consists solely of a fixed remuneration paid out in the form of cash and non-discounted restricted shares. In 2024, members of the Board of Directors received a total remuneration of TCHF 2,287 (previous year TCHF 2,287). Remuneration for regular Board activities and committee assignments amounted to TCHF 2,100 (previous year TCHF 2,100). The structure of remuneration of the members of the Board of Directors has not changed compared to the previous year.

Please refer to the following table for details pertaining to the remuneration of members of the Board of Directors:

Board of Directors – Remuneration details 2024

 

 

A. Baehny
Chair

 

E. Zehnder‑Lai
Vice Chair

 

F. Ehrat

 

B. Koch

 

W. Karlen

 

T. Bachmann

 

Total

 

 

CHF

 

CHF

 

CHF

 

CHF

 

CHF

 

CHF

 

CHF

2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remuneration of the Board of Directors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accrued remuneration 1

 

270,000

 

290,000

 

235,000

 

220,000

 

250,000

 

220,000

 

1,485,000

Cash remuneration

 

615,000

 

 

 

 

 

 

 

 

 

 

 

615,000

Expenses

 

15,000

 

15,000

 

15,000

 

15,000

 

15,000

 

15,000

 

90,000

Contributions to social insurance

 

43,054

 

13,818

 

8,996

 

10,882

 

12,131

 

8,360

 

97,241

Total

 

943,054

 

318,818

 

258,996

 

245,882

 

277,131

 

243,360

 

2,287,241

1

Director’s fee booked, but not yet paid as at 31 December. Payment will be made in the first quarter of 2025 in the form of restricted shares of the company with a par value of CHF 0.10 each; 4-year blocking period; valued at fair value at grant date. The portion not paid in shares is used for the payment of social charges and for Swiss withholding taxes for non-Swiss board members.

Board of Directors – Remuneration of former members 2024

 

 

CHF

Remuneration of former members of the Board of Directors (none)

 

 

Accrued remuneration

 

 

Cash remuneration

 

 

Expenses

 

 

Contributions to social insurance

 

 

Total

 

 

Board of Directors – Remuneration details 2023

 

 

A. Baehny
Chair

 

E. Zehnder‑Lai
Vice Chair

 

F. Ehrat

 

B. Koch

 

W. Karlen

 

T. Bachmann

 

Total

 

 

CHF

 

CHF

 

CHF

 

CHF

 

CHF

 

CHF

 

CHF

2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remuneration of the Board of Directors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accrued remuneration 1

 

270,000

 

290,000

 

235,000

 

220,000

 

250,000

 

220,000

 

1,485,000

Cash remuneration

 

615,000

 

 

 

 

 

 

 

 

 

 

 

615,000

Expenses

 

15,000

 

15,000

 

15,000

 

15,000

 

15,000

 

15,000

 

90,000

Contributions to social insurance

 

43,042

 

13,818

 

8,967

 

10,866

 

12,118

 

8,572

 

97,383

Total

 

943,042

 

318,818

 

258,967

 

245,866

 

277,118

 

243,572

 

2,287,383

1

Director’s fee booked, but not yet paid as at 31 December. Payment was made in the first quarter of 2024 in the form of restricted shares of the company with a par value of CHF 0.10 each; 4-year blocking period; valued at fair value at grant date. The portion not paid in shares was used for the payment of social charges and for Swiss withholding taxes for non-Swiss board members.

Board of Directors – Remuneration of former members 2023

 

 

CHF

Remuneration of former members of the Board of Directors (none)

 

 

Accrued remuneration

 

 

Cash remuneration

 

 

Expenses

 

 

Contributions to social insurance

 

 

Total

 

 

For the period from the 2024 Annual General Meeting to the 2025 Annual General Meeting, the remuneration paid to the Board of Directors is expected to amount to CHF 2,287,217. This is within the limit of CHF 2,350,000 approved by the 2024 Annual General Meeting.

Reconciliation between the reported Board remuneration and the amount approved by the shareholders at the Annual General Meeting

Board of Directors – Reconciliation between the reported board compensation and the amount approved by the shareholders at the AGM

(in CHF)

 

1 1

 

2 2

 

3 3

 

4 4

 

5 5

 

6 6

AGM 2024–AGM 2025

 

2024

 

1 Jan 2024 to 2024 AGM

 

1 Jan 2025 to 2025 AGM

 

2024 AGM to 2025 AGM

 

AGM 2024

 

AGM 2024

Board of Directors (Total)

 

2,287,241

 

-571,835

 

571,811

 

2,287,217

 

2,350,000

 

97%

AGM 2023–AGM 2024

 

2023

 

1 Jan 2023 to 2023 AGM

 

1 Jan 2024 to 2024 AGM

 

2023 AGM to 2024 AGM

 

AGM 2023

 

AGM 2023

Board of Directors (Total)

 

2,287,383

 

-572,409

 

571,835

 

2,286,809

 

2,350,000

 

97%

1

Remuneration earned during financial year as reported (A)

2

Less remuneration earned from January to Annual General Meeting of financial year (B)

3

Plus remuneration accrued from January to Annual General Meeting of year following financial year (C)/budget value for 2025

4

Total remuneration earned for the period from Annual General Meeting to Annual General Meeting (A - B + C)

5

Amount approved by shareholders at respective Annual General Meeting

6

Ratio between remuneration earned for the period from Annual General Meeting to Annual General Meeting versus amount approved by shareholders

Share ownership

As of the end of 2024 and 2023, the members of the Board of Directors held the following shares in the company:

Board of Directors – Shareholdings 2024

 

 

A. Baehny
Chair

 

E. Zehnder‑Lai
Vice Chair

 

F. Ehrat

 

B. Koch

 

W. Karlen

 

T. Bachmann

 

Total

2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholdings Board of Directors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

115,808

 

3,274

 

5,845

 

1,987

 

1,641

 

1,357

 

129,912

Share of voting rights

 

0.33%

 

< 0.1%

 

< 0.1%

 

< 0.1%

 

< 0.1%

 

< 0.1%

 

0.37%

Board of Directors – Shareholdings 2023

 

 

A. Baehny
Chair

 

E. Zehnder‑Lai
Vice Chair

 

F. Ehrat

 

B. Koch

 

W. Karlen

 

T. Bachmann

 

Total

2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholdings Board of Directors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

115,304

 

2,735

 

5,405

 

1,580

 

1,177

 

945

 

127,146

Share of voting rights

 

0.33%

 

< 0.1%

 

< 0.1%

 

< 0.1%

 

< 0.1%

 

< 0.1%

 

0.36%

As of 31 December 2024, and in compliance with the Articles of Incorporation of Geberit AG, there were no outstanding loans or credits between the company and the members of the Board of Directors, closely related parties or former members of the Board of Directors.