Remuneration policy

The guidelines of our remuneration policy are defined according to the following principles:

  • a significant portion of the remuneration for executive directors and managers with strategic responsibilities - as expressly required by the Corporate Governance Code – is linked to the economic results achieved by the company and possibly the achievement of specific, predetermined and measurable, performance objectives, identified in advance by the Board of Directors;
  • a variable, medium-long term incentive system is envisaged (Long Term Incentive Plan), revised every three years. The purpose of the Plan is to stimulate management to achieve economic and financial results for the group in the interest of shareholders;
  • there are no agreements providing for fixed indemnities or clauses intended to safeguard group management in the event of termination of the employment relationship (so-called parachute clauses). Furthermore, no agreements have been entered into between Acea and the directors in office, which envisage an indemnity in the event of resignation or termination without just cause.

How remuneration policy is defined in Acea

The retribution system is the result of a clear, transparent process, involving remuneration policy proposals put forward by the Appointments and Remuneration Committee and their approval by the Board of Directors. The interaction between these two bodies facilitates policy consistency, avoiding the occurrence of conflict of interest situations and ensuring transparency thanks to the availability of adequate information.
The Annual General Meeting can establish a fixed fee for members of the BoD for the entire duration of their mandate. It also decides for or against (non-binding decision pursuant to Art. 123-ter, para. 6, of the Italian Consolidated Finance Act) the remuneration policy, as explained and disseminated via the Remuneration Report.

Diagram of the approval process of the 2019 Remuneration Policy of Acea Spa