Guidelines for Remuneration to Senior Executives
General
Remuneration to senior executives is decided by the Board of Directors excluding any Board members affiliated to the Company and management.
What is stipulated for Affibody Medical AB also applies to other group companies, where applicable.
Basic Principle
Senior executives shall be offered fixed remuneration that is on market terms and based on the senior executive’s responsibilities, role, competence, and position.
As a guiding principle the remuneration should promote the Company’s business strategy, long-term interests, and sustainability by linking the remuneration to senior executives to the corporate goals. The corporate goals and the attainment of the corporate goals are decided by the Board of Directors each financial year.
Preparation and Decision Making
The Board of Directors has established a remuneration committee. The committee’s tasks include preparing the Board of Directors’ decision to propose guidelines for executive remuneration and any decision to deviate from the guidelines.
The Board of Directors shall prepare a proposal for new guidelines at least every fourth year and submit it to the annual general meeting. The guidelines shall be in force until new guidelines are adopted by the annual general meeting. The remuneration committee shall also monitor and evaluate programs for variable remuneration for the senior executives, the application of the guidelines for executive remuneration, as well as the current remuneration structures and compensation levels in the Company.
Fixed Remuneration
Senior executives shall be offered fixed remuneration that is on market terms and based on the senior executive’s responsibilities, role, competence, and position. Fixed remuneration shall be subject to annual review by the remuneration committee.
Variable Remuneration
Short-term Incentive
Senior executives shall be offered a short-term incentive that is on market terms and based on the senior executive’s responsibilities, role, competence, and position. The variable remuneration shall be based on the Board of Directors’ assessment of the fulfilment of Affibody’s corporate goals, as decided by the Board of Directors, for the financial year and will be calculated as the percentage of corporate goal attainment multiplied by the maximum bonus.
The maximum amount of variable remuneration is capped at an amount corresponding to 40% of the fixed annual compensation for the CEO, 33% of the fixed annual compensation for other senior executives.
Long-term Incentive
The Board of Directors shall, before every annual general meeting, consider whether additional share or share price-related incentive programs shall be proposed to the general meeting to ensure that the long-term incentive is on market terms and structured so that Affibody can attract and retain competent senior executives. It is the general meeting that resolves upon such incentive programs.
Pension and Benefits
Senior executives are entitled to market-based pension solutions in accordance with collective bargaining agreements and in line with Affibody’s pension policy. The preferred pension plan design is defined contribution.
Other benefits may include, for example, life insurance, health insurance, and medical insurance.
Termination of Employment
From Affibody’s side, the maximum notice period shall be twelve months, or such longer time as required by mandatory collective agreement provisions, law, or other regulations. The notice period from the CEO’s side shall be a minimum of six months, and from other senior executives’ side, shall be a minimum of six months, or such longer time as required under mandatory collective agreement provisions, law, or other regulations.
The Company does not have any severance payment provisions.