What the board and the executive are paid, against the market

Benchmarks and policy review, in time for the remuneration committee. Two engagements: where executive and board pay stands against a peer group you define, and whether the policy itself holds. This page is how the work is actually done.

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2010Independent since
The engagements

Two engagements, one committee

Total, fixed, shares, performance-linked, ex ante and ex post — against a peer group you define.

  • 01CEO & board remuneration benchmarks Executive and non-executive remuneration set against customisable peer groups — total, fixed, shares, performance-linked and other elements, ex ante and ex post — plus the cost of the board itself, with deviations from peers flagged.
  • 02Remuneration policy review The design of the policy itself: short- and long-term incentives compared with peers, the materiality of ESG criteria in executive pay, pay-for-performance analysis — so the remuneration committee decides on evidence.
Why now

The vote, the code, the committee

Executive pay is the one governance subject that comes to a vote every year, in public, with a number attached. Three things now frame the committee's work before it has opened a single peer table.

The vote

Ex ante on the policy, ex post on the sums

Shareholders vote the policy before it applies and the amounts after they are paid. When the ex post vote comes in low, the AMF expects the board to say publicly what it changed as a result — and checks that it did.

The code

The peer group is a governance object

Under the Afep-Medef code, performance conditions may be altered mid-course only in exceptional circumstances — among them the loss of relevance of a reference index or of a comparison group. A peer group is therefore something the board owns and explains, not a technical annex.

The committee

More work, less ownership

Our own training material for remuneration committees puts it bluntly: the new norms risk de-responsibilising the board — excessive objectification of pay, complexity that non-technicians cannot own, power migrating to shareholders — and a workload that can turn committees into rubber-stamping fora. The benchmark exists to give the committee its judgement back, not to replace it.

Ethics & Boards data is cited in the AMF's 2025 report on corporate governance and executive remuneration. Client engagements are confidential; references are available on request, under mandate.

How a benchmark is built

Three panels, public sources, two readings

A benchmark is only as honest as its peer group. So the peer group is the first thing agreed with the committee — and the first thing disclosed in the report.

01
The peer group — three panels
Every study runs three: a stock index, with its composition dated; a bespoke sector panel, listed and unlisted companies together; and a sector index. Panels are built by industry, geography and size — against indices, our own panels, or a list you name. Constituents are disclosed: a median without names is not a benchmark.
02
Public sources, stated conversions
Registration documents, annual reports and remuneration reports; exchange rates written on the page. Up to 120 data points per chief executive on the level and structure of pay and the treatment of ESG criteria; forty-plus indicators read on the policy itself.
03
Ex ante
The policy: the materiality of ESG criteria, the alignment of pay with the company's stated sustainability objectives, and its position against the index.
04
Ex post
What was actually awarded: its position against the panel — median, first and third quartiles — for fixed, total variable and total; and its effective price.
05
Deviations, on four levels
Every element flagged: non-compliant or well below market standards; point of attention, below standards; not applicable; compliant, better, or at market standards. The committee sees at a glance where it stands and where it is exposed.
06
Two restitutions
The findings are presented and discussed twice — with the committee, then with the people who have to act on them. A benchmark read once is filed once.
What you receive

Five parts, in this order

The remuneration pack has a fixed structure, so that a committee that reads it every year finds each thing where it was.

  • 01Purpose, deliverables and methodWhat was benchmarked, against which panels, from which sources, with which conversions.
  • 02Executive summaryThe position of the chief executive and of the board in one page each — and the deviations that deserve a decision.
  • 03Short- and long-term incentive policyRadar charts and analysis of the STI and LTI design against the three panels: elements, weights, conditions, ESG criteria.
  • 04Dashboards and benchmarks, ex post and ex anteThe dashboards, element by element, flagged on four levels; the ex ante policy read against the panels.
  • 05Ex post rankingsWhere the actual award sits in each panel, for fixed, variable and total.
The board benchmark: a fixed glossary, cash only
Fixed — regardless of meetingsVariable per meetingTotal variable — at 100% attendanceTotal compensation — fixed + total variableBoard membersLead independent director / vice-chair — additional fixedCommittee chairs — audit, nomination & remuneration, CSRCommittee membersNumber of meetingsCost per meetingBoard cost ranking

Board remuneration is benchmarked in cash only — equity grants excluded — in individual amounts converted to euro, segment by segment: members, lead independent director or vice-chair, committee chairs by committee, committee members, each with the number of meetings and the cost per meeting. Then the cost of the board as a whole, ranked in the panel.

Policy review

Design, not just level

The level of pay is the question shareholders vote on; the design of the policy is the one that decides what the company gets for it. The review has three objectives, and one grid of its own.

Objective 1

The policy and the award, on forty-plus indicators

The chief executive's ex ante policy and ex post remuneration studied together: elements, weights, performance conditions, the gap between promise and payment.

Objective 2

The materiality of CSR criteria in variable pay

In the short-term and in the long-term plan separately — because the split is the story: sustainability criteria are common in annual bonuses and much rarer in long-term plans, and governance criteria are almost absent from the latter.

Objective 3

Practice against the panels

Incentive design compared with the three panels; pay-for-performance analysis; recommendations written as questions the committee can put to management — a more explicit methodology for the internal index? the weight, measure and scale of each qualitative criterion?

Our grid: CSR is E and S — ESG adds the G
E — climate KPIs, sustainable finance & products, CO2, energy, internal composite index, external ratingS — human capital, customer satisfaction, diversity & inclusion, health & safety, training, societal projectsG — purpose, culture & valuesG — board composition & functioningG — shareholder dialogue & engagementG — compliance, business ethics, anti-corruptionG — risk managementEach criterion tagged quantifiable or qualitative

Percentages are deliberately not quoted here: the last full study dates from 2021, and a committee deserves current figures — which Gov360 Data produces for the panels you define.

The committee

What the benchmark does not settle

We teach remuneration committees, and we tell them the limits of our own product. A benchmark informs a judgement; it does not make one.

Benchmarking

Three known side-effects

It can lead to ratcheting; it is based on size rather than value creation; and it is highly dependent on the companies included in the peer group — which is why the peer group is agreed first, and disclosed.

Pay ratios

A figure that depends on its method

The ratio varies greatly with methodology and is difficult to interpret. Compensation is best evaluated in terms of suitability for the job.

The pitfalls

Objectification, complexity, migration of power

Excessive objectification of remuneration; complexity levels that make it hard for non-technicians to grasp and own; power migrating to shareholders; a quantum that has become a political issue. The committee's job is to keep its judgement inside all of that.

What a committee self-assessment covers — sections A to J of our question library
A · Incorporating riskB · Performance alignment & allocation of variable payC · Competitive benchmarking & market trendsD · Compensation structureE · Compensation approachF · Shareholder consultationG · Profile of committee membersH · Time managementI · The committee chairJ · CEO performance
Compensation is best evaluated in terms of suitability for the job.
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2010
Independent since
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