6. Group Executive Board: Compensation, loans and stock ownership
6.1 Goals and achievement of goals
For the 2021 financial year, the following goals were defined for the Group Executive Board and assessed by the Compensation Committee:
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Quantitative targets |
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Assessment |
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KPIs |
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– Recurring revenue |
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outstanding performance |
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– Assets under managment |
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expected Performance |
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– Cost-Income ratio |
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successful performance above expectation |
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– Operating profit |
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outstanding performance |
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– Return on equity |
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outstanding performance |
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Qualitative targets |
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KPIs |
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– Performance quality of products |
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expected Performance |
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– ESG |
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successful performance above expectation |
In the overall evaluation, the performance of the Group Management is judged to be outstanding against the background of the very good Group result and the associated results in recurring earnings and return on equity. Particular mention should be made here of the Group's confident management through the uncertainties of the Covid 19 pandemic, which again this year presented additional challenges for the company and its employees. Bellevue Group's newly sharpened, focused business model as a specialized asset manager was successfully implemented and also anchored in a new branding. In addition, important strategic development steps were initiated. New product ideas were launched, the internationalization of the sales markets was further advanced with a first step towards Asia, and research methods were further developed with the help of artificial intelligence. The differentiated investment portfolio was expanded in the Private Markets segment with the launch of the Bellevue Entrepreneur Private Fund, while the integration of StarCapital AG into Bellevue Group is to be implemented in 2022. Great importance was attached to the path taken for the sustainable, value-oriented and responsible further development of the Group as well as its investment solutions, taking ESG criteria into account, and important milestones were achieved. For example, the first sustainability report was published and another sustainability-oriented investment solution, the Bellevue Sustainable Entrepreneur Europe Fund, was presented. The strengthening of the teams of investment experts with young, talented personalities is being driven forward, also with regard to diversity and inclusion.
6.2 Compensation
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CHF |
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1.1. –31.12.2021 |
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1.1. –31.12.2020 |
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André Rüegg CEO 1) |
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Total 2) |
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André Rüegg CEO 1) |
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Total 3) |
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Fixed compensation in cash |
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350 000 |
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890 000 |
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313 542 |
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1 051 042 |
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Social insurance contributions 4) |
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93 501 |
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234 190 |
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82 183 |
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267 585 |
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Total fixed compensation |
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443 501 |
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1 124 190 |
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395 725 |
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1 318 627 |
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Short-term variable compensation (profit-based compensation) |
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1 600 000 |
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2 900 000 |
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1 200 000 |
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2 495 000 |
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– in shares |
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800 000 |
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1 450 000 |
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600 000 |
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1 047 500 |
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– of which in restricted shares 5) |
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100 000 |
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300 000 |
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100 000 |
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300 000 |
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– of which in restricted shares with a vesting period and clawback right provisions 5) 6) |
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700 000 |
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1 150 000 |
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500 000 |
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747 500 |
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– in cash |
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800 000 |
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1 450 000 |
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600 000 |
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1 447 500 |
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Other short-term variable compensation |
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48 200 |
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161 400 |
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61 500 |
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163 400 |
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– in shares |
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48 200 |
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161 400 |
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61 500 |
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163 400 |
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– of which in restricted and discounted shares purchased through stock ownership plan 7) |
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48 200 |
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161 400 |
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61 500 |
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163 400 |
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Social insurance contributions 8) |
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106 016 |
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194 405 |
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79 040 |
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169 630 |
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Total short-term variable compensation |
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1 754 216 |
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3 255 805 |
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1 340 540 |
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2 828 030 |
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Long-term variable compensation |
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127 000 |
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127 000 |
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120 000 |
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187 000 |
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– in shares |
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127 000 |
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127 000 |
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120 000 |
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187 000 |
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– of which long-term incentive plans, investment companies 9) |
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127 000 |
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127 000 |
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120 000 |
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187 000 |
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Social insurance contributions 8) |
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9 100 |
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9 100 |
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8 700 |
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13 500 |
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Total long-term variable compensation |
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136 100 |
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136 100 |
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128 700 |
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200 500 |
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Total compensation |
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2 333 817 |
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4 516 095 |
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1 864 965 |
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4 347 157 |
1) André Rüegg is the CEO of Bellevue Group AG and Bellevue Asset Management AG.
2) As of December 31, 2021, the Group Executive Board consisted of André Rüegg, CEO and CEO Bellevue Asset Management AG, Michael Hutter, CFO, and Jan Kollros, CEO adbodmer AG and CEO Bellevue Private Markets AG.
3) As of December 31, 2020, the Group Executive Board consisted of André Rüegg, CEO and CEO Bellevue Asset Management AG, Michael Hutter, CFO, and Jan Kollros, CEO adbodmer AG and CEO Bellevue Private Markets AG. Michael Hutter assumed the position of CFO from Patrik Gilli as of August 1, 2020. Patrik Gilli left the Group effective November 30, 2020. Thomas Pixner resigned from the Group Executive Board effective January 31, 2020, in connection with the divestment of Bank am Bellevue AG and officially separated from Bellevue Group on April 30, 2020.
4) The social insurance contributions include compulsory employer contributions to social insurance plans, employer contributions to pension plans and employer contributions to health and accident insurance plans.
5) All shares of the Company were or are valued at market value (volume-weighted average prices during the 10-day trading preceding the date of grant). Compulsory employee contributions to social insurance plans on these amounts were settled in cash, not in the form of shares.
6) The shares are subject to a one-year service period and a one-year clawback right clause.
7) This is the amount of the monetary benefit which reflects the difference between the discounted purchase price and the 10-day VWAP for the effective share allocation.
8) The social insurance contributions include compulsory employer contributions to social insurance plans. With respect to variable compensation that has not yet been paid out, a prospective rate of 6.5% is used to calculate prospective employer contributions to social insurance plans and rounded up. The actual amount due (in the subsequent year) may be lower. Pension plan contributions are not levied on any components of variable compensation, which is not included in the respective insurance coverage.
9) Entitlement to a maximum of 1 700 shares of BB Biotech (2020: 2 800 shares of BB Biotech), valued at fair value (closing price on 31.12.2020 and 31.12.2019, respectively).
In compliance with Art. 8 para. 1, section 1 of the Articles of Association, fixed compensation for the current financial year is subject to approval by the Annual General Meeting. Fixed compensation of CHF 1 166 500 (2020: CHF 1 488 500) was approved for the 2021 financial year. The actual payout for the aforementioned financial year (including compulsory employer contributions to social insurance plans) was CHF 1 124 190 (2020: CHF 1 318 627). The Group Executive Board has waived in the previous year 20% (CEO: 25%) of the fixed compensation from April 1, 2020, to August 31, 2020, due to the Corona pandemic.
The reported short-term variable compensation totaling CHF 3 255 805 must be approved by the 2022 Annual General Meeting in compliance with Art. 8 para. 1 section 4 of the Articles of Association.
Subject to approval, the variable compensation of CHF 3 255 805 will be paid out in the first half of 2022 in accordance with the explanations under 4.2.2. For the portion paid out in shares, the fair value of the shares is calculated based on the volume-weighted average prices paid during a 10-day period preceding the respective date of transfer. The shares are blocked for a period of four years (voluntary employee stock ownership plan three years) from the date of transfer.
The short-term variable compensation (profit-sharing) of the Group Executive Board was modified during the financial year for the following reasons:
- As a result of the very good operating performance of the company, the share of the employee profit-sharing described in 3.4 increased significantly compared to the previous year. The Group Executive Board has therefore also received a higher short-term variable compensation.
- The Board of Directors’ assessment of the Group Executive Board under 6.1 supports this increase, as the Group Executive Board has performed very well in 2021. In particular huge progress was made in the area of ESG. For example, Bellevue Group will be Co2-neutral from 2021 on.
In 2021 and 2020, the Board of Directors authorized a voluntary employee stock ownership plan. The members of the Group Executive Board were allocated to purchase 16 755 shares (2020: 26 481 shares) of the Company from the given pool at a discounted price of CHF 31.75 per share (2020: 17.65 per share). This represented a discount of approximately 25% on the quarterly VWAP prior to the date the purchase right was granted. The difference between the 10-day VWAP on the date the shares are actually transferred and the purchase price corresponds to the monetary benefit. This benefit is subject to the approval of shareholders at the pending Annual General Meeting. The shares were blocked for three years from the date of transfer.
The percentage ratio of fixed compensation to variable compensation for the entire Group Executive Board is 25% fixed compensation and 75% variable compensation (2020: 30% fix and 70% variable). For the CEO, the total amount of fixed compensation amounts to 19% and the variable compensation is 81% (2019: 21 fix and 79% variable).
Bellevue Asset Management AG regularly reviews the accrued vacation entitlements of its employees from previous periods. From time to time, larger balances are partially settled by cash payments. In fiscal year 2020, André Rüegg, CEO, was paid CHF 28 832 in addition to the above-mentioned amounts as partial settlement of vacation entitlements.
The values in the table above differ in certain respects from the Remuneration Reported in note 11 «Transactions with related companies and persons» of the consolidated financial statements 2021 of Bellevue Group AG , which were prepared in accordance with the International Financial Reporting Standards (IFRS). The differences relate to the valuation date of stock awards in connection with the bonus and the individual long-term incentive plans, which are subject to service period conditions. Under IFRS, their value is spread over the future vesting period («service period»), but for the purposes of this report, the amount granted is fully recognized on the date of grant.
During the reporting year, no compensation was paid to related parties of members of the Group Executive Board.
For the months of January and February 2020, CHF 50 000 was paid to Daniel Koller, the former CFO of the Company and a member of the Group Executive Group, as compensation for a one-year non-competition clause, in accordance with Art. 33 para. 4 of the Articles of Association. This compensation was agreed in a severance and release agreement. Daniel Koller left Bellevue Group as of February 28, 2019.
6.3 Loans
At the end of 2021 and 2020, no loans had been granted either to the members of the Group Executive Board or former members of the Group Executive Board.
6.4 Holdings of shares in the Company
The members of the Group Executive Board owned the following Company shares at the end of 2021 and 2020:
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Number of shares |
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31.12.2021 |
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31.12.2020 |
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André Rüegg, CEO and CEO Bellevue Asset Management AG |
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289 982 |
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320 000 |
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Michael Hutter, CFO |
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80 000 |
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80 000 |
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Jan Kollros, CEO Bellevue Private Markets AG and CEO adbodmer AG |
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72 603 |
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60 000 |