The Kemira Board of Directors has decided to establish a new share-based incentive plan that follows already terminated 2009 - 2011 plan aimed at the strategic management members for the years 2012 - 2014, as part of the company's incentive and commitment schemes. The delivery of share rewards within the plan is subject to the achievement of the performance targets set by the Board of Directors, which include both internal and external performance targets. The internal target setting is divided into three one-year performance periods: 2012, 2013, and 2014. Payment depends on achievement of the set intrinsic value targets calculated from the development of EBITDA and the development of the net debt. The program also includes a three-year external goal, which is tied to the relative total shareholder return (TSR) performance during 2012 - 2014. As a guiding principle, reward will only be paid based on excellent performance.
The value of the aggregate reward paid out in the course of the three-year plan may not exceed 120% of CEO's and 100% of the other participants' gross salary for the same period. If the performance targets are achieved entirely, the maximum gross earning during the three-year plan is expected to be approximately 900,000 Kemira shares. The applicable taxes will be deducted from the gross earning and the remaining net value is delivered to the participants in Kemira shares.
Shares earned through the plan must be held for a minimum of two years following each payment. In addition, members of the Management Board must retain fifty per cent of the shares obtained under the plan until their ownership of Kemira shares based on shares obtained through the share-based incentive programs of Kemira has reached a share ownership level which in value equals at least their gross annual salary for as long as they remain participants in the plan.
The shares transferable under the plan comprise treasury shares or Kemira Oyj shares available in public trading.
In addition to the share-based incentive plan aimed at the strategic management members, Kemira has a share-based incentive plan aimed at other key personnel, in which members of the strategic management will not participate.
The share-based incentive plan aims to align the goals of shareholders and strategic management in order to increase the value of the company, motivate strategic management, and provide competitive shareholder-based incentives.