Notes 31-35
- 31. Off-balance sheet commitments
- 32. Contingencies
- 33. Related parties
- 34. Heineken entities
- 35. Subsequent events
33. Related parties
Identity of related parties
Heineken has a related party relationship with its associates and joint ventures (refer note 16), Heineken Holding N.V., Heineken pension funds (refer note 26) and with its key management personnel (Executive Board and the Supervisory Board).
Key management remuneration
| In millions of EUR | 2008 | 2007 |
|---|---|---|
| Executive Board | 3.3 | 4.1 |
| Supervisory Board | 0.4 | 0.4 |
| 3.7 | 4.5 |
Executive Board
The remuneration of the members of the Executive Board comprises a fixed component and a variable component. The variable component is made up of a Short-Term Incentive Plan and a Long-Term Incentive Plan. The Short-Term Incentive Plan is based on an organic profit growth target and specific year targets as set by the Supervisory Board. For the Long-Term Incentive Plan we refer to note 27. The separate Remuneration report is stated here.
As at 31 December 2008, J.F.M.L. van Boxmeer held 9,244 Company’s shares and D.R. Hooft Graafland 6,544 (2007: both 0 shares). D.R. Hooft Graafland held 3,052 shares of Heineken Holding N.V. as at 31 December 2008 (2007: 3,052 shares).
Executive Board
| Fixed Salary |
Short-Term Incentive Plan |
Long-Term Incentive Plan* |
Other deferred benefits |
Pension plan | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| In thousands of EUR | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 |
| J.F.M.L. van Boxmeer | 750 | 750 | 611 | 1,125 | 249 | 207 | – | – | 348 | 395 | 1,958 | 2,477 |
| D.R. Hooft Graafland | 550 | 550 | 336 | 619 | 149 | 143 | – | – | 305 | 311 | 1,340 | 1,623 |
| Total | 1,300 | 1,300 | 947 | 1,744 | 398 | 350 | – | – | 653 | 706 | 3,298 | 4,100 |
- *
- The Remuneration reported as part of Long-Term Incentive Plan is based on IFRS accounting policies and does not reflect the value of vested performance shares. For the LTIP period 2006 – 2008 no performance shares will vest.
Supervisory Board
The individual members of the Supervisory Board received the following remuneration:
| In thousands of EUR | 2008 | 2007 |
|---|---|---|
| C.J.A. van Lede | 66 | 66 |
| J.M. de Jong | 52 | 52 |
| M. Das | 52 | 52 |
| M.R. de Carvalho | 50 | 50 |
| A.H.J. Risseeuw1 | – | 13 |
| J.M. Hessels | 50 | 50 |
| I.C. MacLaurin | 50 | 50 |
| A.M. Fentener van Vlissingen | 50 | 50 |
| M. Minnick | 32 | – |
| Total | 402 | 383 |
Only M.R. de Carvalho held 8 shares of Heineken N.V. as at 31 December 2008 (2007: 8 shares). As at 31 December 2008 and 2007, the Supervisory Board members did not hold any of the Company’s bonds or option rights. C.J.A. van Lede held 2,656 and M.R. de Carvalho held 8 shares of Heineken Holding N.V. as at 31 December 2008 (2007: 2,664 shares).
- 1
- Stepped down from the Supervisory Board on 19 April 2007.
Other related party transactions
| Transaction value | Balance outstanding as at 31 December |
|||
|---|---|---|---|---|
| In millions of EUR | 2008 | 2007 | 2008 | 2007 |
| Sale of products and services | ||||
| Investments in associates and joint ventures | 50 | 61 | 6 | 4 |
| 50 | 61 | 6 | 4 | |
| Raw materials, consumables and services | ||||
| Goods for resale – joint ventures | 26 | 4 | 7 | 1 |
| Other expenses – joint ventures | 1 | 1 | 6 | 1 |
| 27 | 5 | 13 | 2 | |
Heineken Holding N.V.
In 2008 an amount of €551,000 (2007: €572,000) was paid to Heineken Holding N.V. for management services for the Heineken Group.
This payment is based on an agreement of 1977 as amended in 2001, providing that Heineken N.V. reimburses Heineken Holding N.V. for its administration costs. Best practice provision III.6.4 of the Dutch Corporate Governance Code of 9 December 2003 has been observed in this regard.
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