2021 UNIVERSAL REGISTRATION DOCUMENT

General and financial elements

4.2.2.3 Items of remuneration paid in 2021 or due in respect of this same year to the executive company officer, subject to approval at the Shareholders’ General Meeting of 12 April 2022

At the Shareholders’ General Meeting of 12 April 2022, in accordance with Article L.22-10-34 II of the French Commercial Code, shareholders will be asked to vote on a draft resolution relating to the items of remuneration paid in 2021 or granted in respect of this same year to Mr Huillard, Chairman and Chief Executive Officer.

Xavier Huillard
Item of remuneration Amount Observations
Fixed remuneration

Fixed remuneration

Amount

€1,200,000

Fixed remuneration

Observations

Annual gross fixed remuneration in respect of the 2021 financial year set at €1,200,000 by the Board at its meetings of 7 February and 17 April 2018 for the 2018-2022 period.

Variable remuneration

Variable remuneration

Amount

€1,862,400

Variable remuneration

Observations

Gross variable remuneration in respect of the 2021 financial year, as approved by the Board at its meeting of 3 February 2022, as explained in paragraph 4.2.1.1, pages 147 and 148, which is payable in 2022.

Annual deferred variable remuneration

Annual deferred variable remuneration

Amount

n/a

Annual deferred variable remuneration

Observations

Not applicable.

Multi-year variable remuneration

Multi-year variable remuneration

Amount

n/a

Multi-year variable remuneration

Observations

Not applicable.

Long-term incentive plan set up in 2021

Long-term incentive plan set up in 2021

Amount

€2,429,976

Long-term incentive plan set up in 2021

Observations

At its meeting of 8 April 2021, the Board granted Mr Huillard an award of 30,900 VINCI shares, which will vest on 8 April 2024, subject to the performance conditions described in paragraph 5.3.2, page 154.

Remuneration as a Board member

Remuneration as a Board member

Amount

€13,750

Remuneration as a Board member

Observations

Mr Huillard does not receive remuneration as a Board member from VINCI SA, but he has received remuneration as a Board member from a foreign subsidiary, the amount of which will be deducted from the variable portion of his remuneration.

Exceptional remuneration

Exceptional remuneration

Amount

n/a

Exceptional remuneration

Observations

Not applicable.

Benefits in kind

Benefits in kind

Amount

€5,574

Benefits in kind

Observations

Mr Huillard has the use of a company car.

Commitments requiring the approval of shareholders at the Shareholders’ General Meeting
  Amount Observations
Severance pay

Severance pay

Amount

No payment

Severance pay

Observations

Mr Huillard is eligible for severance pay in the event that the Company terminates his appointment before its normal expiry in 2022. This commitment is halved if the termination occurs during the last year of the term of office. Severance pay is subject to performance conditions. The related commitment was authorised by the Board at its meeting of 7 February 2018 and approved at the Shareholders’ General Meeting of 17 April 2018 (Eleventh resolution).

Non-competition payment

Non-competition payment

Amount

n/a

Non-competition payment

Observations

Mr Huillard is not eligible for any non-competition payment.

Supplementary pension plan

Supplementary pension plan

Amount

No payment

Supplementary pension plan

Observations

Mr Huillard is eligible for coverage under the supplementary defined benefit pension plan (known in France as an “Article 39” plan) set up at the Company and which has been closed to new members since July 2019, under the same conditions as those applicable to the category of employees to which he is deemed to belong for the determination of employee benefits and other ancillary items of remuneration. Mr Huillard is also eligible for coverage under the mandatory defined contribution pension plan set up by the Company for its executives and other management-level personnel. The related commitment was authorised by the Board at its meeting of 7 February 2018 and approved at the Shareholders’ General Meeting of 17 April 2018 (Tenth resolution).

4.2.3 Supplementary pension plan set up for senior executives

VINCI SA and its subsidiary VINCI Management have set up a defined benefit pension plan for their senior executives, with the aim of guaranteeing them a supplementary annual pension. The table below presents the main features of this plan, which is now closed to new members in application of new regulatory provisions:

Type of disclosure required  by Decree 2016-182 of 23 February 2016 Information
Name of the obligation

Name of the obligation

Information

Defined benefit pension plan set up on 1 January 2010 and closed to new members from 4 July 2019

Applicable legal provisions

Applicable legal provisions

Information

Article 39 of the French Tax Code

Eligibility requirements for beneficiaries

Eligibility requirements for beneficiaries

Information

At least 10 years’ service within the Group

Beneficiaries

Beneficiaries

Information

Employees of VINCI or VINCI Management having the status of senior executive (“cadre dirigeant”) as defined by Article L.3111-2 of the French Labour Code

Conditions for receiving pension payments

Conditions for receiving pension payments

Information

  • – Career within the Group has ended
  • – At least 10 years’ service within the Group
  • – No further payments are due under the mandatory and supplementary pension plans
  • – Aged 67 or older, with the option to receive early benefits, at a reduced level, from the age of 62
Method for determining the remuneration reference amount

Method for determining the remuneration reference amount

Information

Monthly average of the gross fixed and variable remuneration received over the last 36 months of activity multiplied by 12

Vesting formula

Vesting formula

Information

The beneficiary’s gross pension is determined using the following formula:

Gross pension = 20% R1 + 25% R2 + 30% R3 + 35% R4 + 40% R5, where:

  • R1 = remuneration reference amount between 0 and 8 times the annual French social security ceiling;
  • R2 = remuneration reference amount between 8 and 12 times this ceiling;
  • R3 = remuneration reference amount between 12 and 16 times this ceiling;
  • R4 = remuneration reference amount between 16 and 20 times this ceiling;
  • R5 = remuneration reference amount greater than 20 times this ceiling (all ranges in the formula are inclusive).
  • The remuneration reference amount taken into account for the calculation of the pension will be equal to the gross average monthly remuneration (fixed component + bonuses), including paid leave, received by the beneficiary over the last 36 months multiplied by 12.
  • The limit for this gross pension is 8 times the annual French social security ceiling.
Pension payment limit

Pension payment limit

Information

The pension payment limit is 8 times the annual French social security ceiling, equivalent to €329,088 at 1 January 2021.

Funding of benefits

Funding of benefits

Information

The Group uses an insurance contract to externalise its pension plan, to which VINCI and VINCI Management make contributions.