Transtema

For investors

Transtema aims to provide shareholders, investors, analysts, and other interested parties with clear and timely financial information.

Renumerations

At the Annual General Meeting on 5 May 2022, it was resolved to adopt guidelines for remuneration and other terms of employment for senior executives with the following main content.

The remuneration shall be on market terms and may consist of the following components: fixed cash salary, variable cash remuneration, pension, and other benefits. In addition, and independently of these guidelines, the Annual General Meeting may decide on, for example, share and share price related remuneration.

The fixed remuneration shall take into account the individual’s responsibilities and experience. The fixed salary shall be reviewed annually. Fulfilment of criteria for payment of variable cash remuneration shall be measurable over a period of one year. The variable cash remuneration can amount to a maximum of 30 percent of the fixed annual cash salary.

For the CEO, pension benefits, including health insurance, shall be defined-contributions. Variable cash remuneration shall be pensionable. The pension premiums for defined-contribution pensions shall amount to a maximum of 30% of the fixed cash salary. For other senior executives, pension benefits, including health insurance, shall be defined-contributions unless the executive is covered by a defined-benefit pension under the corresponding mandatory collective agreement provisions.
Other benefits may include, among other things, life insurance, health insurance and company cars.
In the event of termination by the company, the notice period may not exceed twelve months. Fixed cash salary during the notice period and severance pay may not together exceed an amount corresponding to the fixed cash salary for two years for the CEO and one year for other senior executives. In the event of termination by the executive, the period of notice may not exceed twelve months without any right to severance pay.

The Board has established a Remuneration Committee. The Committee’s tasks include preparing the Board’s decision on proposed guidelines for remuneration to senior executives. The Board shall establish a proposal for new guidelines, at least every four years, and submit the proposal for resolution at the Annual General Meeting. The guidelines shall apply until new guidelines have been adopted by the Annual General Meeting. The Remuneration Committee shall also monitor and evaluate programs for variable remuneration for company management, the application of the guidelines for remuneration to senior executives as well as the current remuneration structures and compensation levels in the company. The members of the Remuneration Committee are independent of the company and its management. The CEO and other persons in the company management do not attend the Board’s consideration of and decisions on remuneration-related issues, insofar as they are affected by the issues.

The Board of Directors may decide to deviate temporarily from the guidelines, in whole or in part, if there are specific reasons for doing so in an individual case, there are special reasons for this, and a deviation is necessary to meet the company’s long-term interests, including its sustainability, or to ensure the company’s economic viability.