“Leistungshonorierung in der Financial Services Industry” Tangible actual results Expectations /...
Transcript of “Leistungshonorierung in der Financial Services Industry” Tangible actual results Expectations /...
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© finval 2010
Universität St. GallenIC – 06.05.2010
Thomas Wähling
finvalMühlebachstrasse 64, CH-8008 Zürich
www.finval.ch
“Performance Management in der Financial Services Industry”Vorlesung an der Universität St. Gallen, 2010
“Leistungshonorierung in der Financial Services Industry”
06. Mai 2010
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Universität St. GallenIC – 06.05.2010
Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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Universität St. GallenIC – 06.05.2010
What they should focus on …(highly simplified - illustrative only)
Sell-side analystsInvestors:
get TSR in line with risk profile of investment
Competitors
Shareholders’ Assembly:represent investors’ interests
Board of Directors:define & monitor strategy, protect
investors’ assets
Front units:advise & sell, according to clients’ best
interests
Product units:generate and manage performing
products
Non-Front units: Control & enable
ClientsMarkets
Executive Board:ensure sustainable value creation (EP),
manage operations
Provide meaningful financial analysis Compete for markets, resources & clients
Risk-return-oriented advice / products & services, based on
client needs & profile
Develop profitable markets & use scarce resources
appropriately
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What they are usually interested in …(highly simplified - illustrative only)
Sell-side analysts Investors:maximize TSR Competitors
Shareholders’ Assembly:maximize TSR
Board of Directors:maximize TSR & compensation, while
minimizing own liability risks
Front units:maximize revenue-driven compensation
Product units:maximize product-driven compensation
Non-Front units: maximize profit-driven compensation
ClientsMarkets
Executive Board:maximize profit-driven compensation,
while maintaining control
Generate transactions Outperform competitors
Maximize revenuesMaximize volumes in order to justify business cases
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What they focus on in practice “from time to time” …(highly simplified - illustrative only)
Sell-side analysts Competitors
Shareholders’ Assembly:Short-term (backward) focus,
“political game”
Board of Directors:Personal liability / do not lose reputation / represent individual investors’ interests
Front units:Maximize volumes & revenues
Product units:Maximize product range & focus on
(relative) performance
Non-Front units: “Enable” ExB priorities & do not get
penalized vs. Front units
ClientsMarkets
Executive Board:Maximize profits in the short run
(expectations, management turnover, …)
“Grey” does not sell …
Product Push & Churn, inappropriate consideration of
risks, etc.
Inappropriate consideration of risks – “size first!”
Relative outperformance (only …)
Investors:Short-term profits
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Potential conflict areas & Incentive Compensation Design (illustrative examples)
Shareholders / Owners
Corporate interests
Use of invested capital Risk taking & relevant time horizon Gambling for resurrection “Cook the Books” Asymmetric compensation Diverging interests among shareholder “categories”!
“Business Areas” / Employees
Growth through doubtful NNA / volumes Churn / “product push” (inducements) Anti-tying Best execution, mispricing, … Dual roles, etc.
Tangible actual results Expectations / “vested rights” / competitive pay Long-term focus Mostly short-term focus Top-down funding (corporate perspective) Bottom-up funding (individual / team / area perspective) Allocation according to tangible results / contribution Allocation according to contribution / perceived value Sound mix of compensation instruments (depending on roles) “Cash is king …”, unless there is additional leverage Payout if results confirmed in the longer run (sustainability) “Once in the pocket …” Hire & retain by forward-looking components “Sign-in-bonus” / “Pay me to retain me …” Honor agreements, but do not invest in leaving people “Golden parachutes”
ClientsMarkets
Investment priorities “Hockey stick” business cases vs. “don’t
reduce the bottom line” Expectations management &
risk taking
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Empiric research used for illustration purposes:Incentive Compensation Survey 2010 - Ukrainian Banks
Survey Responses2010
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Universität St. GallenIC – 06.05.2010
Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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Total Compensation – Components
Base Salary
Critical issues:1. Optimal mix between Fixed (Base Salary) & Variable Pay per eligible person, depending on role & function?2. “Competitive Pay” is usually based on a “Total Compensation” perspective, thus including “variable pay” and
converting the latter into an “expected component”, instead of a purely performance-based variable!
Variable Pay
Fringe Benefits
Focus is on Function, Position, Responsibility:− Pay for generally expected contribution to firm− Compensate in line with market & firms’ compensation structure
Focus is on „Pay for Performance“:− Compensate overall company performance− Consider contribution of business unit / individual (business
model)− Basis: key performance indicators, in line with company interests
Offer additional incentives for employees to consider company „employer of choice“: e.g., additional insurance, transportation, training, ...
In designing Incentive Compensation
programs, „Total Compensation“ is a
key parameter („package“ view)
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69%77%
100%
8%
0%
20%
40%
60%
80%
100%
55%48%
100%
14%
0%
20%
40%
60%
80%
100%
Compensation components offered
Only slightly more than half of respondents offer variable compensation and even less additional fringe benefits –compensation packages do not appear to be always “balanced” in participating Ukrainian banks
Guaranteed bonuses are close to non-existing among participants
Maintain a sound control of personnel expenses by “synchronizing” the bottom-line performance Variable compensation as main instrument to “flexibilize” personnel expenses A total compensation structure should be aligned with the overall strategy of the firm and shareholders’ interests
Fixed Salary
Guaranteed Bonus
Variable Pay
Fringe Benefits
International Bank Group II All respondents
Fixed Salary
Guaranteed Bonus
Variable Pay
Fringe Benefits
Legend
: Responses given by International Bank
Survey Responses2010
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Focus of Incentive Compensation Design
Shareholders / Owners
IC design in Financial Institutions should exclusively focus on long-term and sustainability oriented investors’ interests!
The IC design determines the amount – focus on design!
IC design should not conflict with “sound business” rules nor create incentives to increase business-intrinsic risks!
Function & scope of program Funding Allocation Instruments Vesting / Blocking Payout Entry / Exit / Forfeiting rules
Incentive Compensation design parameters need to be considered as a system
– focusing on individual components only will lead
to inconsistencies!
Simplicity Motivation Alignment Retention Transparency … and Cost!
ClientsMarkets
IC design should set the right incentives to promote sound investment decisions and “unpopular” decision making, if required!
IC Design parameters IC Design valuation criteria
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Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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Incentive Compensation Design has a backward and a forward looking component – needing to reflect the relevant risk profile
t t1 tn
Compensation for past performance – short-term incentive
Payout of short-term bonus
Payout of long-term bonus
A portion of the short-term incentive could not be paid immediately, but exposed to up- & downside risks
(e.g., staggered payout – “Bonus Account”)
Exa
mpl
e 1:
Grant of a Loan
Positive P&L impact Pay back of loan according to schedule
Loan default
Exa
mpl
e 2: Investment in an IT
platform
Negative P&L impact
Cost saving potential realized
Additional costs due to wrong strategic choice / poor implementation
?
?
Inco
rpor
atio
n of
risk
pro
file
of b
usin
ess
into
In
cent
ive
Com
pens
atio
n D
esig
n
Incentive for future performance – long-term incentive, being exposed to valuation risk
…
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Incentive Compensation Design & Risk
Risk profile of current business
Materialized risk Non-anticipated risk
Incurred losses
Economic profit
Risk weighted assets
Allocated capital
Cost of equity (%) applied to capital
Anticipated risk
Provisions and impairments (fair value adjustments)
Risk-adjustments reflect only realized / anticipated risk in the
short run
How Do you integrate a long-term perspective in
your incentive compensation design?
Backward looking Forward looking
Business exposure ValuationPricing / Valuation Business exposure
P&L P&L
Extension of time horizon needed in order to cope with shortcomings of performance measurement – incentive for sustainable performance in the long run (reflection of
long-term consequences of short-term decision making, e.g. loans business, trading,
investments, etc.)RORAC
Focus on allocated capital and RORAC does not take
into account the investment risk of the shareholder
(required return)!
?
!
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Function & Scope of IC Design (illustrative example)
Equity bonus Cash bonus
Equity plans for ExB
Equity plans for middle management
Stock Purchase Plans for employees
Profit Sharing @ Group level
Profit Sharing @ divisional level
Mix of bonus plans & profit sharing
Important to retain:1. Even if “Equity Programs” are often linked to forward looking and “Cash Programs” to past performance, this is
generically not correct: Cash, Quasi-Equity and Equity are only instruments that can serve different purposes!2. Just stating that “an equity program is positive, as it aligns management & shareholders’ interests” would
completely ignore the mechanics of funding, allocation, vesting etc. – focusing on share price maximization (in incentive setting) can be very critical, as the main focus is put on creating expectations (= “sell-side”analysts), instead of the intrinsic operational value of the company (= long-term investor)!
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Basic parameters of bonus design (examples)
Top down
Bottom up
Annual basis
Multi-year-basis
Volumes / revenues
Cost efficiency
Economic profit
Capital efficiency
Funding
Performance metrics
Target Setting
Performance logic
Financial performance
Qualitative objectives
Financial & qualitative objectives
Discretionary
Formula-based & discretionary
Allocation
Formula-based
Cap / Floor
Payout
Payout range
Unlimited payout range
Annual basis
Every x years
Payout frequency
Instant payout
Payout mode
Payout @ risk
Staggered @ risk: Bonus Account
Deferred payout
Restricted shares
Performance shares
Stock options
Cash bonus
Instruments
Equity bonus
Quasi-equity bonus
Performance units
Stock Appreciation Rights (SARs)
Vesting / Blocking
Vesting
Entry / Exit / Forfeiting rules
Entry / Exit / Forfeiting rules
Immediate Vesting
Time Vesting
Performance Vesting
Blocking
Entry / Exit / Forfeiting rules
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Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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The choice of Performance Metrics is a key component of an Incentive Compensation design (examples)
High-level assessment:
Funding Options: Economic Profit(EP)
Basis: Profit after Taxes, as published
Adjustment for e.o. items („normalization“)
Deduction of shareholder‘s required return from normalized profit (cost of capital)
Fully aligned with shareholder´ interests
Full cost considered, incl. cost of capital
If highly divergent business areas, possible acceptance issues of “Group” EP (contribution, risk profile, ...)
Profit after Taxes (Corporate level)
Profit after Taxes, as published
No further adjustments No consideration of cost
of capital / shareholder‘s required return
Only partially aligned, as required return not considered
No consideration of cost of capital
If highly divergent business areas, possible acceptance issues (contribution, risk profile, ...)
Profit Contribution (Business Area)
Profit Contribution of each business area
Direct costing only includes relevant costs of business area
Overhead costs not allocated / allocated through transfer pricing
Only limited alignment Only direct costing, or
complex transfers Potentially higher degree
of acceptance by business areas; transfers have negative impact
Funding Allocation PayoutInstruments Vesting / Blocking
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Funding mechanisms
Only 55% of all participants responded to define an explicit “funding pool” at all None of the respondents takes the expected return of the shareholder, i.e., the “Economic Profit”, systematically
into account when defining a bonus “pool” – thus not reflecting the “investment risk” of the company’s owner
In order to control variable personnel expenses, the relevant governance body of a bank should define a “funding pool” for variable compensation purposes
A funding level defined on the basis of “Economic Profit” not only considers revenues, expenses and any risk-based P&L bookings, but also reflects the expected return of the shareholder
% Total Operating Income
% Pre–tax Profit
% Net Profit
% Economic Profit
At discretion of management/shareholders
The bank doesn’t define a maximum amount for total variable compensation
The bank doesn’t define a maximum amount for total variable compensation
% Total Operating Income
% Pre–tax Profit
% Net Profit
% Economic Profit
At discretion of manage-ment / shareholders
International Bank Group II All respondents Legend
22%
22%
0%
0%
0%
56% 28%
15%
45%
4%
0%
8%
: Responses given by International Bank
Survey Responses2010
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Conflicts if funding not consistent with shareholders’ interests (illustrative example)
Funding Allocation PayoutInstruments Vesting / Blocking
GroupEconomic Profit: -10
Incentive Compensation: 13
PBEP: +5IC: 4
AMEP: +12
IC: 2
CRBEP: 0IC: 2
IBEP: -27
IC: 5Area AEP: +10
IC: 3
Area BEP: -5IC: 1
EquitiesEP: +5IC: 1
FIEP: +7IC: 1
RetailEP: +4IC: 1
Corp.EP: -4IC: 1
IBDEP: +3IC: 2
FIEP: -30
IC: 3
Share price: -30% No dividends
Shareholder?
Perf. Basis for IC:NNA / Revenues
Perf. Basis for IC:Inv. Performance
Perf. Basis for IC: Volumes / PC
Perf. Basis for IC: Deals /Sales Credits/Trading P&L
Alignment of IC performance basis with shareholders’ interests? But these isolated value drivers still serve as a basis to grant variable pay in practice!
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Target setting & bonus curve design are decisive when reflecting the overall governance and shareholders‘ interests (examples)
High-level assessment:
Design Options: Target Setting Basis
Actual results Plan / Budget
Linking bonus payments to actual results represents a truly “pay-for-performance”-based Incentive Compensation
Budget or plan focus leads to (lengthy) annual renegotiations of desired results, bonus gambling –and „hockey stick“business cases
Target Setting Perspective
Annual targets Multi-year targets: annual
targets established for a predefined period (e.g., 3 years)
Annual targets: focus on one year only, “bonus gambling”
Multi-year targets: increased transparency and long-term orientation, in line with shareholders’long-term interests
Bonus Curve
Caps & floors No caps & floors
Caps & floors: performance incentive limited by Cap – Floor range
Caps & floors can provoke „window dressing“ behavior
No caps / floors : increased „wealth leverage“ for employees, while aligning performance interests
Funding Allocation PayoutInstruments Vesting / Blocking
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Budget / short-term plan: incentive for long-term orientation?
Linking bonus levels to budget achievement leads to inconsistent incentives by
a) penalizing superior performanceb) rewarding poor performance
as next year’s goal is often based on prior year’s results
Encouragement for income and expense shifting at the end of the relevant performance period
Lengthy negotiations of budget / short-term plan Budget / short-term plans do not reflect long-
term shareholders’ interests
Multi-year and value-based targets (derived from shareholders‘ expectations) take into account earnings variability
Stronger incentives due to “clear deal” Budgeting process has no impact on bonus,
which is based on economic considerations Avoidance of “year-end behavior” (i.e., “bonus
gambling” / “budget gaming”) Significant reduction of management time used
for budget negotiation process Requires more careful target setting and risk
analysis
t2
t3
t…
t1
a)
b)
t2
t3
t…
t1
No bonus, as demanding budget not reached?
Bonus, as low budget clearly exceeded
Bonus
No bonus
Bon
us b
ased
on
budg
et /
shor
t-ter
m p
lan
Bon
us b
ased
on
long
-term
goa
ls
Budget / Short-term plan Actual performance
Long-term value-based
goal
Funding Allocation PayoutInstruments Vesting / Blocking
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Target setting time horizon implemented for bonus purposes
The target setting procedures applied by Ukrainian banks indicate a highly short-term oriented focus Among all respondents, there is only one respondent that uses a target setting timeframe that exceeds one year
A multi-year target setting (eventually only applied to Incentive Compensation programs that focus on Top Management) would help to align long-term shareholder‘s interests with those of relevant employees
Monthly
Quarterly
Semiannually
Annually
For every 3–5 years
At discretion of management
Combination of different periods
Monthly
Quarterly
Annually
For every 3 – 5 years
Semiannually
At discretion of management
Combination of different periods*
International Bank Group II All respondents Legend
0%
0%
38%
0%
38%
63%
50%
0% 20% 40% 60% 80% 100%
7%
2%
21%
2%
39%
39%
52%
0% 20% 40% 60% 80% 100%
: Responses given by International Bank
*: “Combination of different periods” includes respondents with multiple payout frequencies (multiple responses have been allocated to individual time horizons; overall response rates might exceed 100%)
Survey Responses2010
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Traditional vs. value-based funding limits (Bonus Account – payout options also reflected here)
Bonus
Economic ProfitValue creation target
TargetBonus
Bonus Account (+)
Bonus Account (-)
Long-term oriented entrepreneurial incentivesBonus
Multiple perf. metrics
Budget
Incentive to perform
Promotes below-average
performance
Avoids above-average
performance
Short-term oriented budget focus
One-year focus Focus on budget High „complexity“ „Bonus Gambling“ Only (limited) upside considered
Long-term oriented entrepreneurial incentives
Multi-year focus Focus on actual results Generally improved simplicity of program Increased transparency of variable pay Both up- & downside considered
TargetBonus
Funding Allocation PayoutInstruments Vesting / Blocking
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Caps and Floors are not needed, if the incentive compensation design is properly aligned with shareholders’ interests
Unrewardedperformance
Unrewardedperformance
Target bonusBo
nus
payo
ut
Target performance
Floor
Cap
Caps and Floors are often applied in combination with budget- and short-term oriented bonus plans, in order to offset the shortcomings of such plans
If a bonus design is appropriately defined, there is no need for caps (usually applied for cost management or “social equality” reasons) or floors (usually applied for retention reasons = prior years’ bonus level, or in order to avoid negative bonus carry-forwards)
An incentive compensation design should be set up in a way that the bonus levels are proportional to the shareholders’ excess returns (above the minimum required return of the shareholder, which should be compensated via fixed salary components, as these reward for expected performance levels)
Example for poor incentive impact of caps: postpone business to next year, if bonus cap level reached Example for poor incentive impact of floors: “dump” the relevant performance metric (e.g., bottom-line), if minimum performance level can
not be reached
Unpenalizedperformance
Performance
?
!
?
Funding Allocation PayoutInstruments Vesting / Blocking
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Usage of caps and/or floors when defining the bonus per eligible employee
Caps (and floors) are widespread in Ukrainian banks – 57% of respondents indicated that they employ floors and/or caps
In Group II, 44% of participants claimed to use these instruments
Caps and floors are often applied in combination with budget- and short-term oriented bonus plans, in order to offset the shortcomings of such plans
If a bonus design is appropriately defined, there is no need for caps or floors
Yes
No
International Bank Group II All respondents Legend
Yes
No
57%
43%44%
56%: Responses given by International Bank
Survey Responses2010
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Universität St. GallenIC – 06.05.2010
Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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The way bonuses are allocated to areas/individuals is decisive for the acceptance by key employees & the perceived attractiveness
High-level assessment:
Allocation Options: Fully formula-based allocation
Allocation depends fully on an allocation formula
Allocation formula can (and should) be made transparent to key employees
Fully objective & transparent
Highest retention & motivation impact for performing employees
Formula should be fully aligned with shareholder‘s interests (linear relationship)
Partially formula-based allocation
Front Areas and Top Management with a formula-based allocation
Other areas with discretionary allocation, according to management appraisal
Only partially objective & transparent
Non-Front areas with far lower retention & motivation impact
Alignment is not necessarily given, as management‘s discretion can diverge from shareholder‘s interests
Discretionary allocation
Allocation fully dependent on manager‘s discretion
No transparency for employees on how bonus levels have been determined
No objectivity & transparency
No positive motivation or retention impact embedded in design
Alignment is not necessarily given, as management‘s discretion can diverge from shareholder‘s interests
But: still needed for specific situations
Funding Allocation PayoutInstruments Vesting / Blocking
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A formula-based bonus, due to its transparency, implies a high motivation impact, while linking the variable cash compensation to the value creation of the Bank
A discretionary bonus, while also funded by the value creation of the Bank, allows to compensate for special situations (retention management, compensation of special efforts, …)
The allocation of the discretionary bonus to the individual should be left to the manager’s assessment, and not linked to formalized rules, even if the discretionary bonus is part of a “target bonus”communicated to the employee at the beginning of the year
Cash Bonus (Total Funding available for this purpose)
Formula-based Bonus
Discretionary Bonus
An individual’s total bonus is split between a discretionary and formula-based bonus, both being funded by a financial performance metric that should be in line with shareholders’ interests
The different levels of a discretionary bonus (in terms of total bonus declared) need to be considered, e.g.:̶ ExB 0%̶ Front functions: 20%̶ Non-front functions: 40%
Combination of Formula-based & discretionary bonus
Funding Allocation PayoutInstruments Vesting / Blocking
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Ways of allocating variable compensation to employees
Slightly more than a third of all respondents indicated using a mixed approach, including both formula-driven and discretionary allocation processes – in Group II, this portion represented slightly more than half of respondents
The understanding of a certain bonus logic, determined by a formula (if correctly set up), can further motivate an employee to reach his/her targets
A bonus, allocated on a discretionary basis, allows compensation for special situations (retention management, compensation of special efforts, etc.) – however, such a determination of an individual bonus should be left to the manager’s assessment and not linked to formalized rules
Calculated based on a certain formula
Defined on a discretionary basis
Partly formula–based and partly defined on a discretionary basis
International Bank Group II All respondents Legend
Based on a certain formula
Defined on a discretionary basis
Partly formula–based and partly defined on a discretionary basis
56%22%
22%
39% 35%
26%
: Responses given by International Bank
Survey Responses2010
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Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
32
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Incentive Compensation instruments translate the desired objectives into tangible tools (examples – Cash alternatives)
High-level assessment:
Instrument Options: Target Bonus & Multiple (Cash)
Each eligible employee receives a „target bonus“
The level of the actual bonus depends on a bonus multiple applied to the target bonus, reflecting value creation
High objectivity, as multiple reflects value creation
Enhanced motivation & retention, as target Bonus is a point of reference for employees
Bonus multiple reflects development of underlying result – if linear relationship, no negative impact on alignment
Performance Units(Cash)
Profit Sharing, not capital participation
Same principle as „Target Bonus“, but translated into „Performance Units“
Each employee receives a number of units; price reflects value creation
High objectivity, as unit price reflects value creation
As target bonus, but with additional „unit“ impact
Price of Performance Units with same consequences as „Bonus Multiple“
Amount only
No use of target bonus Generally, prior year‘s
bonus taken as a reference
No objectivity & transparency
No positive motivation or retention impact embedded in design
Alignment not necessarily given, as far as bonus amounts depend on prior year‘s levels
Risk of „compensating measures“
Funding Allocation PayoutInstruments Vesting / Blocking
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Incentive Compensation instruments translate the desired objectives into tangible tools (examples – Equity alternatives)
High-level assessment:
Instrument Options: Performance Shares
Each eligible employee receives shares with ownership transfer in a certain period of time, depending on a performance condition (e.g., # of shares at vesting multiplied by a performance multiple)
Restricted shares
Each eligible employee receives company shares with ownership transfer in a certain period of time
Aligned with shareholder´interests due to incorporation of future performance (even if only indirect by share price development)
High objectivity and motivation impact, if grant value is derived from current company performance
Stock Options
Each eligible employee receives options with the possibility to get company’s shares in a certain period of time
Asymmetric risk exposure (as compared to shareholder leverage)
Funding Allocation PayoutInstruments Vesting / Blocking
Aligned with shareholder´interests due to incorporation of future internal (operational, as multiple reflects value creation during vesting period) and external (share price development) performance
High objectivity and motivation impact, if grant value is derived from current company performance
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69%
15%
0%
10%
20%
30%
40%
50%
60%
70%
80%
Forms of compensation currently used
Equity incentives (or the like) are almost never used by Ukrainian banks – in line with the quasi-absence of long-term orientation
With equity instruments (or hybrid forms, e.g., performance units), a firm usually intends to link incentives provided to employees to the overall value of the firm, thus aligning employees’ with shareholders’ interests – additional insight would nevertheless be required to assess whether the instruments used really provide for such an effect
Cash bonus
Equity
Top Management
Front
Trading/Sales
Risk Management & Controlling
Back Office
Other employees groups
Top Management
Front
Trading/Sales
Risk Management & Controlling
Back Office
Other employees groups
International Bank Group II Legend
Cash Bonus
Equity BonusTop Management
Front
Trading/Sales
Risk Management & Controlling
Back Office
Other employees groups
67%
89%
56%
56%
56%
44%
22%
11%
11%
0%
0%
0%
0% 20% 40% 60% 80% 100%
: Responses given by International Bank
Survey Responses2010
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Universität St. GallenIC – 06.05.2010
Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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Vesting / Blocking
Funding Allocation PayoutInstruments Vesting / Blocking
High-level assessment:
Options: Vesting
Immediate vesting Time vesting Performance vesting
Immediate vesting has no additional retention / motivation impact
Time vesting exposes ownership transfer to pure time factors (no additional incentive)
Performance vesting usually combines time vesting with a performance condition (additional incentive)
Blocking
Blocking No blocking
Blocking provides for additional retention and could also be used to increase long-term orientation
Nevertheless, once vested, blocking rules usually forfeit in case of departure of the employee during the blocking period
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Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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The way bonuses are paid out contribute to achieve the overall objectives of an Incentive Compensation design
High-level assessment:
Payout Options: Immediate Cash
Immediate payout at the end of the underlying „performance period“
No impact on retention & motivation per se
Nevertheless, payout frequency (combined with „exit rules“) should be thoroughly assessed
Not fully aligned with shareholders, as payout does not necessarily reflect long-term interests
Bonus @ risk(partial amount)
A portion of bonus is retained and paid out after some time (e.g., 3-5 years)
Value of retained bonus portion changes with ongoing performance (during the „@risk-period)
High retention impact, if appropriate level of “@ risk” portion
High motivation impact, as incentive for continuous value creation
Improved alignment, as value of „bonus @ risk“portion changes with ongoing performance –long-term interests of shareholders reflected
Deferred payment(partial amount)
A portion of bonus is deferred and paid out after some time (e.g., 3-5 years)
Value of deferred bonus portion does not change with ongoing performance – pure timing issue
High retention impact, if appropriate level of deferred portion
No motivation impact - no incentive for continuous value creation
No positive impact per se, except for retention of key employees
Ongoing performance is not considered
Funding Allocation PayoutInstruments Vesting / Blocking
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An immediate payout of bonus provides for asymmetries: firm is left with the long-term risk & no incentive for future performance
Ongoing performance / non-anticipated riskPerformance period relevant for bonus
Bonus grant
Payout
Payout
Performance period relevant for bonus
Bonus grant
Payout
Payout
Ongoing performance / non-anticipated risk
Performance period relevant for bonus
Bonus grant Payout
Ongoing performance / non-anticipated risk
Immediate payout at the end of the underlying performance period
Not fully aligned with shareholders, as payout does not necessarily reflect long-term interests (i.e., ongoing performance is not considered)
A portion of bonus is deferred and paid out after some time (e.g., 3-5 years), whereas the value of deferred bonus portion does not change with ongoing performance – pure timing issue
Not fully aligned with shareholders, as payout does not necessarily reflect long-term interests (i.e., ongoing performance is not considered)
A portion of bonus is retained and paid out after some time (e.g., 3-5 years), whereas the value of the retained bonus portion changes with ongoing performance (during the „ at risk”-period)
Improved alignment, as the value of the „bonus at risk“ portion changes with ongoing performance – long-term interests of shareholders reflected
Imm
edia
te c
ash
Bon
us a
t ris
kD
efer
ral o
f cas
h bo
nus
Bonus at risk
!
t
t
t
Funding Allocation PayoutInstruments Vesting / Blocking
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An approach to capture the long-term perspective within an annual cash bonus plan (“Bonus Reserve”)
Advantages of a bonus reserve: Smoothes bonus in case of volatile
business performance Retains productive employees
throughout business cycle Lengthens decision horizons for
managers Holds managers accountable for
delivering sustainable long-term performance
Serves as an “insurance” for investors regarding sustainable improvements of company performance
Bonu
s
Performance
Performance
Bonu
s
Payout of specified percentage of balance each
year
Bank is paid out up to a defined threshold (e.g.
target bonus) and only part of excess bonus is paid out (e.g. 1/3); remaining part
(e.g. 2/3) is “banked”(remains in the account)
Bon
us re
serv
e “a
ll-In
”ap
proa
chB
onus
rese
rve
“thr
esho
ld”
appr
oach
Funding Allocation PayoutInstruments Vesting / Blocking
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Bonus payout frequency
Bonus payouts are extremely short-term in the majority of respondents – most of participating banks pay out their bonuses on a monthly or quarterly basis
Only one quarter of participants pays out their bonuses on an annually basis, while none of the respondents indicated using a bonus payout timeframe that exceeds one year
The way bonuses are paid out needs to be carefully aligned with the relevant performance period
Monthly
Quarterly
Semiannually
Annually
For every 3–5 years
At discretion of management
Combination of different periods
International Bank Group II All respondents Legend
0%
11%
56%
78%
44%
0%
67%
0% 20% 40% 60% 80% 100%
5%
16%
21%
0%
25%
29%
54%
0% 20% 40% 60% 80% 100%
Monthly
Quarterly
Semiannually
Annually
For every 3 – 5 years
At discretion of management
Combination of different periods*
*: “Combination of different periods” includes respondents with multiple payout frequencies (multiple responses have been allocated to individual time horizons; overall response rates might exceed 100%): Responses given by International
Bank
Survey Responses2010
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Agenda
Getting started Basics of Incentive Compensation Design
– Components & Focus– Function & Scope– Funding– Allocation– Instruments– Vesting / Blocking– Payout
Wrap-up: Topics to be considered in Incentive Compensation design
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Wrap-up: Topics to be considered in Incentive Compensation design
1. Overall Governance of Incentive Compensation programs Definition of scope Proposal regarding overall design (incl. change) Decision making Monitoring & controlling
2. Function & roles of Incentive Compensation design Embedding of Incentive Compensation in overall
corporate strategy / management Backward-looking perspective Forward-looking perspective Mix & interaction of individual programs / instruments
3. Performance metrics used (funding) Time horizon “Bonus process”: top-down vs. bottom-up funding Metrics used (“line of sight”, e.g., corporate / divisional /
team / individual funding) Consideration of risk in performance metrics Budget vs. actual results
4. Allocation of Incentive Compensation grants to employees Formula based Discretionary Qualitative vs. quantitative criteria, etc. Interaction between funding & allocation
5. Incentive Compensation instruments employed Type of instruments Scope / eligible participants per instrument Purpose of instruments employed
6. Caps & floors Existence Scope of application (programs / instruments)
7. Payout / vesting / blocking Generic payout rules (e.g., payout if corporate loss) Immediate payout / vesting Deferred payout / time vesting Performance vesting / bonus @ risk Blocking Scope & time horizon (individual designs / instruments)
8. Entry / exit / forfeiting rules Scope of application New hires Ordinary termination Retirement / Invalidity / Death E.o. termination E.o. events (change of control, M&A, etc.)
9. Handling of “conflicts of interests” through Incentive Compensation design Shareholder Alignment Company vs. client interests Corporate vs. business area interests Company vs. individual interests
Distinction between BoD, ExB, Middle Management, “risk takers” / “key employees”, Front and Non-Front-Units required!
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Contact Details
finval – Finance & ValueAttn. Thomas Wä[email protected]ühlebachstr. 64CH – 8008 Zurich (Switzerland)Phone: +41 (79) 500.78.03www.finval.ch