| Panel (target) |
L’Oréal 2025 remuneration policy |
|||||
|---|---|---|---|---|---|---|
| Q1 | Median | Q3 | Average | Target | Maximum | |
| Annual fixed and variable remuneration | €3,160,900 | €4,122,400 | €4,935,700 | €4,128,800 | €4,900,000 | €5,300,000 |
| Total annual remuneration (cash and long-term) | €7,634,300 | €10,420,500 | €14,596,100 | €11,482,800 | €9,800,000 | €13,250,000 |
The studies conducted with the independent consultancy firm also enable the Committee to measure:
Non-executive corporate officer
To determine the positioning of the Chairman’s remuneration, a panel was defined with the help of an independent consultancy firm. It comprises 16 international companies, selected on the basis of governance, industry, size and nationality.
They are the following dual governance companies:
| PANEL SELECTED FOR ANALYSIS OF THE POSITIONING OF THE REMUNERATION FOR THE CHAIRMAN OF THE BOARD OF DIRECTORS | |||||
|---|---|---|---|---|---|
| AstraZeneca | AB In Bev | BASF | Bayer | Coty | Diageo |
| Estée Lauder | GSK | Henkel | Linde | Nestlé | |
| Novartis | Reckitt Benckiser | Roche | Starbucks | Unilever | |
The analysis of the remuneration of chairs of boards of directors of companies in the benchmark panel, which includes five companies with two-tier governance structures already included in the benchmark panel for the executive corporate officer, reports average remuneration of €1,641,799 and median remuneration of €801,474, revealing large disparities.
The Human Resources and Remuneration Committee has all the useful internal information in its possession
This information enables it to assess the performance of the Company and that of its executive corporate officer both from a financial standpoint and in non-financial areas.
The Group’s annual economic and financial results are presented each year in full and exhaustively to the members of the Human Resources and Remuneration Committee, and are used as a basis for the assessment of the financial performance criteria for the executive corporate officer’s variable remuneration.
The principles of the Human Resources policy are regularly presented to the Committee members or at Board of Directors meetings by the Chief Human Relations Officer. The Directors are therefore able to verify the consistency between the remuneration of the executive corporate officer and the remuneration and employment conditions of the Company’s employees.
Two members of the Human Resources and Remuneration Committee are members of the Strategy and Sustainability Committee, a body where the Group's social and environmental responsibility programmes are discussed.
This information contributes to the assessment of the non‑financial and qualitative portion of annual variable remuneration.
The Committee can also carry out a more in-depth evaluation of the Company’s performance by contacting the Company’s main senior executives, after having informed General Management.
This information enriches their vision of the implementation of the strategy decided by the Board and performance of the Company and its executive corporate officer.
Recommendations are made on these bases to the Board of Directors, which then decides on the executive corporate officer’s remuneration collectively, in accordance with the remuneration policy approved by the Annual General Meeting.
The organisation of the work of the Committee on the remuneration of the executive corporate officer is shown in the table below.
The Committee examines the expectations of investors and proxy advisors, and the rules and recommendations of the regulatory authorities
The Human Resources and Remuneration Committee carefully analyses the law and reports concerning executive remuneration, notably the report of the French financial markets authority (AMF) on corporate governance and the remuneration of executives of listed companies, and the report of the French High Committee on Corporate Governance (Haut Comité de Gouvernement d’Entreprise).
It is mindful of the observations and requests of investors and strives to accommodate them while preserving consistency in the remuneration policy adopted by the Board and subject to constraints relating to the confidentiality of certain information.
Adjustment of the remuneration policy in the event of exceptional circumstances
In accordance with Article L. 22-10-8 of the French Commercial Code, the Board of Directors can, in exceptional circumstances, deviate from the application of the remuneration policy, provided that the exemption applied is temporary and in line with the best interests of the Company or necessary to ensure the Company’s continuity or viability. In this case, the Board of Directors would be able to grant an element of remuneration not provided for in the remuneration policy previously approved by the Annual General Meeting, but necessary in view of these exceptional circumstances.
