31 - 2020 INTEGRATED REPORT VISION AND STRATEGY 2 MEMBERS OF FOREIGN NATIONALITY 7 EXECUTIVE VICE PRESIDENTS RESPONSIBLE FOR ACTIVITY SECTORS 3 WOMEN AND 11 MEN 1 CHAIRMAN AND CEO 14 MEMBERS INCLUDING 7 meetings per year 99% attendance rate 3 specialist committees PRINCIPLES OF COMPENSATION • health assessment and impact on activities; • measures taken to ensure the continuity and development of activities while protecting the health of Group employees; • limitation of the 2019 dividend to the amount of the interim dividend paid in December 2019; • update of the Group’s targets for 2020; • review of the Group’s updated anti-corruption programme. • Audit and Accounts Committee • Governance and Remuneration Committee • Strategic and Corporate Social Responsibility Committee WORK OF THE BOARD OF DIRECTORS IN 2020 (1) Compensation of Patrice Caine/median salaries in France. (2) No amount is due when the amount achieved is more than 2% less than the revenue at fiscal budget. (3) No amount is due when the amount achieved is lower than or equal to 90% of the target. (4) Airbus, Atos, BAE Systems, Capgemini, Dassault Aviation, Leonardo, Rolls-Royce, Safran. (5) Amount due for the year; amount paid in the year. COMPENSATION OF THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER, GROUP EBIT AND EQUITY RATIO OVER THE LAST 3 YEARS A DYNAMIC PERFORMANCE CRITERIA FOR LONG-TERM COMPENSATION STRINGENT REQUIREMENTS FOR VARIABLE ANNUAL COMPENSATION AVERAGE ORDER INTAKE 2020-2022 CUMULATIVE FREE OPERATING CASH FLOW 2020-2022 STOCK MARKET PERFORMANCE OF THALES COMPARED TO AN EQUALLY WEIGHTED INDEX OF 8 PEERS (4) AND THE EURO STOXX INDEX 40% 40% 20% AND COMMITTED OF DIRECTORS BOARD ON 31 DECEMBER 2020 1,685 1,352 2,008 2020 2019 2018 Equity ratio (1) Paid (5) Due (5) Paid (5) Due (5) Paid (5) Due (5) 700 700 691.6 805.5 784 784 445.9 849 Fixed part in thousands of euros Variable part in thousands of euros EBIT in millions of euros 33 800 800 849.3 691.6 32 30 FINANCIAL CRITERIA NON FINANCIAL CRITERIA 25% • Social and environmental responsibility • International footprint • Transverse strategic actions 20% FREE OPERATING CASH FLOW ( 2) 20% ORDER INTAKE (3) 35% EBIT (3) PRESENTATION OF THE EXECUTIVE COMMITTEE
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