2021 UNIVERSAL REGISTRATION DOCUMENT

2. Corporate Governance

Components of remuneration attributable to Mr Nicolas Hieronimus, Chief Executive Officer, for the 2022 financial year

The structure of Mr Nicolas Hieronimus’ remuneration is in line with the principles developed in section 2.4.1.2.1. of the remuneration policy applicable to the executive corporate officer, and forms a balanced whole with a breakdown that is approximately:

  • 50/50 between fixed remuneration and target annual variable remuneration;
  • 50/50 between annual remuneration and long-term remuneration (performance shares);
  • 50/50 between cash remuneration and share-based remuneration; and
  • 75/25 between remuneration subject to performance conditions and remuneration not subject to performance conditions.

Mr Nicolas Hieronimus’ annual variable remuneration may exceed 100% of his fixed remuneration and up to a maximum of 120% in order to be able to remunerate out performance. This outperformance will be assessed on a criterion-by-criterion basis.

The Board of Directors will be called upon to decide on a granting of performance shares in 2022 in accordance with the remuneration policy submitted for the approval of the Annual General Meeting of 21 April 2022.

  Amount Description
Fixed remuneration Fixed remunerationAmount

€2,000,000

 Fixed remunerationDescription

At its meeting of 9 February 2022, on the recommendation of the Human Resources and Remuneration Committee, the Board of Directors is proposing to the Annual General Meeting of 21 April 2022 to maintain the fixed remuneration of Mr Nicolas Hieronimus at the gross amount of €2,000,000 on an annual basis.

This amount has not changed since 2021.
2021-2022 changes

2021-2022 changes

Amount

0%
Annual variable remuneration Annual variable remunerationAmount

€2,000,000 (target 100% of the fixed amount) Maximum 120% of the fixed amount, or €2,400,000

 Annual variable remunerationDescription

The annual variable remuneration is designed to align the executive corporate officer’s remuneration with the Group’s annual performance and to promote the implementation of its strategy year after year. The Board of Directors strives to encourage the executive corporate officer both to maximise performance for each financial year and to ensure that it is repeated and regular year-on-year.

The annual variable remuneration may reach 120% of the fixed remuneration if there is out performance on the objectives; the target is set at 100% of the fixed remuneration.

 

Criteria for assessment of performance for 2022		 AmountWeightings

 

• Financial criteria		 Amount60%

 
  • Evolution in like-for-like net sales as compared to the budget
 Amount

15%

 
  • Evolution in market share as compared to the main competitors
 Amount

15%

 
  • Evolution in operating profit as compared to the budget
 Amount

10%

 
  • Evolution in net earnings per share as compared to the budget
 Amount

10%

 
  • Evolution in cash flow as compared to the budget
 Amount

10%

 

• Non-financial and qualitative criteria		 Amount40%

 
  • Quantifiable criteria: 25%
 Amount

 

 
  • - L’Oréal for the Future: sustainable development commitments for 2030
 Amount

10%

 
  • - Human Resources: gender parity, development of talented employees, access to training
 Amount

7.5%

 
  • - Digital development
 Amount

7.5%

 
  • Individual qualitative performance: 15%
 Amount

 

 
  • - Management
 Amount

7.5%

 
  • - Image, company reputation, dialogue with stakeholders
 Amount

7.5%

The quantifiable, financial (60%) and non-financial (25%) criteria account for 85% of annual variable remuneration. The weighting of each of these criteria, both financial, non-financial and qualitative, and the targets to be met were set at the start of the year and communicated to the executive corporate officer.  The assessment is made without offsetting among criteria.