Executive remuneration system
Rules with respect to the determination of remuneration for the Management Board Members of PGE S.A.
On September 9, 2016, the Act of June 9, 2016 on the principles of determining the amount of remuneration for persons managing certain companies – so called new Public Sector Salary Cap Act – came into force. The new Public Sector Salary Cap Act determines, inter alia, principles for determining remuneration in companies with a stake of the State Treasury (for example PGE), in particular determines the way in which the remuneration of the members of the Management Board and Supervisory Board is set (rules for determining remuneration of the Management Board and Supervisory Board are adopted by the General Meeting and the Supervisory Board adopts resolutions on specific conditions of the management board remuneration), and determines select provisions of management services agreements executed with management board members. On December 14, 2016, the Company's Extraordinary General Meeting, convened at the request of the Minister of Energy representing the State Treasury, adopted resolution 4 on determining the rules for remuneration for members of the Management Board of PGE Polska Grupa Energetyczna S.A., subsequently changed through resolution 37 of the Company's Ordinary General Meeting of June 27, 2017. According to this resolution, remuneration for Management Board members consists of a fixed component in the form of a monthly base salary, and a variable component constituting supplementary pay for the Company's financial year, depended on progress in achieving management objectives. According to these General Meeting resolutions, the Supervisory Board of PGE Polska Grupa Energetyczna S.A. adopted resolutions in 2017 on the execution of management services agreements with Management Board members that correspond to the rules of the new Public Sector Salary Cap Act and clarified management objectives and indicators for assessing their performance.
Remuneration and benefits received in 2017 by the Members of the Management Board of PGE S.A. from PGE S.A.
| Name and surname of the Management Board member | Remuneration and benefits achieved by the Management Board members in PGE S.A. in 2017 (in PLN) |
|---|---|
| Henryk Baranowski | 1 185 377,88 1 |
| Marta Gajęcka | 386 225,37 1,2 |
| Bolesław Jankowski | 789 503,34 1,2 |
| Wojciech Kowalczyk | 585 702,78 1 |
| Grzegorz Krystek | 76 451,70 2 |
| Marek Pastuszko | 1 045 313,55 1 |
| Paweł Śliwa | 1 016 873,55 1 |
| Ryszard Wasiłek | 1 016 873,55 1 |
| Emil Wojtowicz | 1 016 873,55 1 |
| Marek Woszczyk | 86 129,10 2 |
1 item including remuneration for the period of service at the Management Board (fixed part and bonus).
2 item including remuneration paid for 3 months after termination of Management Services Contracts (dismissal/resignation) or/and due to non-competition clause.
The total remuneration achieved by the Management Board members in 2017 and after the period of providing management services amounted to PLN 7.2 million (according to PIT11). In cost perspective (including provisions), in 2017 the remuneration of all persons who acted as Management Board members of PGE S.A., jointly with the post-employment benefits, amounted to PLN 7.5 million.
Rules with respect to the determination of remuneration for the Supervisory Board Members of PGE S.A.
The amounts of remuneration of the Supervisory Board Members of PGE S.A. were determined by the resolution no. 5 of the Extraordinary General Meeting of December 14, 2016 concerning the principles of determining the amount of remuneration for members of the Supervisory Board of PGE S.A., pursuant to which the monthly remuneration of members of the Supervisory Board was set as a product of the average remuneration in the business sector exclusive of profit-based bonuses in the fourth quarter of the previous year as announced by the President of the Central Statistical Office of Poland and the following factor: 1.7 (for the chairperson of the Supervisory Board), 1.5 (for the other members of the Supervisory Board). The level of remuneration set for members of the Supervisory Board of PGE Polska Grupa Energetyczna S.A. corresponds to the rules specified in the new Public Sector Salary Cap Act.
Remuneration received by the Supervisory Board Members of PGE S.A. who in 2016 performed their functions in PGE S.A.
| Name and surname of the Supervisory Board member | Remuneration achieved by the Supervisory Board members in PGE S.A. in 2017 (in PLN) | |
|---|---|---|
| Jarosław Głowacki | 78 841.98 | |
| Janina Goss | 79 268.04 | |
| Mateusz Gramza | 21 138.15 | |
| Anna Kowalik | 89 837.16 | |
| Witold Kozłowski | 79 268.04 | |
| Grzegorz Kuczyński | 79 268.04 | |
| Radosław Osiński | 70 680.69 | |
| Mieczysław Sawaryn | 79 268.74 | |
| Artur Składanek | 79 268.04 |
Total remuneration earned in 2017 by the members of the Supervisory Board in PGE S.A. amounted to PLN 657 thousand. In cost perspective (including provisions), the remuneration of all persons who acted as Supervisory Board members amounted to PLN 760 thousand in 2017.