Compensation of the Board of Directors, the Advisory Board and Group Management

The compensation shown reflects the expenditures recognised in the income statement during the reporting year (irrespective of the dates on which these were paid). Included among the active members of the Board of Directors and Management Board are those individuals who completed their period of tenure during the year. No compensation was paid to former members or related parties of the Board of Directors or Group Management. As part of the new corporate structure, the Advisory Board was abolished on 1 January 2020.

Total compensation paid to the Board of Directors and Group Management

Additional fees and compensation

In the reporting year, the TX Group paid compensation for rent for office premises totalling CHF 3.0 million (previous year: CHF 3.2 million) to Groupe Edipresse, over which Pierre Lamunière exerts a significant influence.

Profit participation programme for Group Management

The current profit participation programme applies to the years 2021 to 2023. Members of Group Management are entitled to participate as of their second year of service. Payment is made if the profit margin (net income margin) of the TX Group reaches or exceeds 8.0 per cent. A profit participation, which will be determined at the time, will be paid out of any amount exceeding the profit margin of 8.0 per cent, with 50 per cent being paid in cash and the remaining 50 per cent in shares.

The cash amount is paid out after the publication of the consolidated financial statements of the TX Group. The shares are allocated in the accounting year in which entitlement is acquired. The number of shares to be allocated is determined based on the average share price over the last 30 days before 31 December of the respective financial year. The shares are only transferred if the beneficiary has not given notice of termination of employment prior to 31 December of the third year after the accounting year in which entitlement to the share allocation was acquired. Recognition in the income statement is made on a pro rata basis over four years. Recognition over this period could result in pro rata disclosures even during reporting periods in which no new entitlement to profit participation is acquired.

For the 2021 financial year, the Board of Directors exercised its right and increased payment at its discretion. Group Management was granted a profit participation of CHF 0.49 million, with CHF 0.19 million being for the shares allocated.

Group Management did not receive any profit participation payments for the 2020 financial year. For the shares allotted in the 2018 and 2019 financial years, personnel expenses of CHF 0.05 million and CHF 0.03 million respectively were recognised in the current year.

As part of the profit participation programme, 2,156 treasury shares were issued in 2021 for the 2017 financial year to the members of Group Management. Measured in terms of market value on the allocation date, the total value of these shares was CHF 0.3 million.

Share-based component of Group Management profit participation