Remuneration report for 2023

This remuneration report describes the remuneration policy applied for the Board of Management and the Supervisory Board of Stedin Group. We also provide explanatory information on Stedin’s application of the Senior Executives in the Public and Semi-Public Sector (Standards for Remuneration) Act (Wet normering topinkomens, WNT).

Remuneration policy

The current remuneration policy for the members of the Board of Management was adopted by the General Meeting of Shareholders of Stedin Group in 2020 and is aligned with the general maximum remuneration laid down in the Senior Executives in the Public and Semi-Public Sector (Standards for Remuneration) Act (WNT). The remuneration comprises a fixed annual salary (12 monthly salaries plus 8% holiday pay) and a package of other elements of remuneration composed in part in accordance with the wishes of individual Board of Management members. Those other elements include participation in the ABP pension scheme, 30 days of leave annually, the option of participating in the group health insurance and invalidity insurance, an untaxed monthly expense allowance and a 100% electric lease car. The fixed annual salary is determined with effect from 1 January of each year by the Supervisory Board, taking into account the current maximum remuneration under the WNT.

The general maximum remuneration under the WNT also provides the basis for the remuneration of the members of the Supervisory Board. In the remuneration policy for the Supervisory Board, it is laid down in accordance with the WNT that the remuneration for the chair and for the members of the Supervisory Board is 15% and 10% of the general maximum remuneration under the WNT, respectively.

WNT

The Senior Executives in the Public and Semi-Public Sector (Standards for Remuneration) Act (WNT) is applicable to the grid manager Stedin Netbeheer B.V. The members of the Board of Management, as the highest executive body of Stedin Netbeheer, qualify as senior executives of Stedin Netbeheer B.V. pursuant to the WNT. Because they are all employees of Stedin Groep Personeels B.V., for the purpose of the WNT they qualify as senior executives without an employment relationship with Stedin Netbeheer B.V.

Under the WNT, the members of the Supervisory Board of Stedin Group qualify as senior supervisory officials of Stedin Netbeheer N.V.

Accountability regarding Netbeheer B.V.’s compliance with the WNT will be provided at a later time, subsequent to the outcome of the consultations between the Ministry of the Interior and Kingdom Relations and the Audit Protocol (COPRO) working group about the WNT Audit Protocol 2023.

The WNT does not apply to other employees of Stedin Group. Like the Board of Management members, all employees are in the service of Stedin Groep Personeels B.V. The requirement to report on other executives who receive remuneration exceeding the individually applicable threshold amount (the WNT standard of 223,000, calculated in proportion to the scope of the employment) only applies to employees of Stedin Netbeheer N.V. The maximum salary, including 8% holiday allowance, for positions reporting to the Board of Management was 177,300 in 2023. Stedin Group also applies the maximum hourly rate under the WNT as the maximum rate for staff hired to temporarily fill senior management positions. The maximum hourly rate in 2023 was 212 per hour.

No rights to subscribe to or acquire shares in the capital of the company or a subsidiary have been granted to members of the Board of Management or Supervisory Board of Stedin Group. Nor have any loans, advances or guarantees been provided to the members of the Board of Management or Supervisory Board of Stedin by the company, its subsidiaries or the companies whose financial information is consolidated by Stedin.

Remuneration ratio

The ratio between the highest remuneration and the median remuneration decreased in 2023. This ratio was 3.36 in 2023, which is 2.2% lower than the ratio in 2022. The decrease in the ratio was due to the one-off CLA payment of 1,250 in October 2022. This payment is part of the annual pay for pension purposes in 2023, and this annual pay is the basis on which the remuneration ratio is determined. The one-off payment was made to all employees employed by Stedin Group on 1 October 2022, with the exception of members of the Board of Management.

The remuneration ratio was determined by reference to the annual pay for pension purposes of employees working at the business units that were part of Stedin Holding N.V. as at 31 December 2023. The annual pay for pension purposes is a uniform and objective remuneration concept that includes 12 months’ full-time salary, 8% holiday allowance and variable payments, such as payments for on-call shifts and emergency repair shifts, one-off payments for service anniversary bonuses and payments at the end of the employment, among other things.

Remuneration ratio

2017

5.56

-

base year

2018

4.67

16.0%

lower compared to 2017

2019

4.03

13.7%

lower compared to 2018

2020

3.50

13.0%

lower compared to 2019

2021

3.29

5.9%

lower compared to 2020

2022

3.43

4.2%

higher compared to 2021

2023

3.36

2.2%

lower compared to 2022