2023 annual report
5.3.1Introduction

The remuneration policy of a.s.r. is clear, understandable and focused on sustainable long-term value creation for the company. In addition, the policy reflects the interests of a.s.r.'s stakeholders. Four perspectives underpin the remuneration policy (see also section 5.3.2). The SB continuously reviews and evaluates the remuneration policy and has done so in the last year. Part of this was a consultation round with various stakeholders. Based on the evaluation, a proposal to update the remuneration policy was developed that is sustainable, does justice to the positioning and size of a.s.r. and is still well aligned with the four perspectives underlying this policy. In addition, considerations regarding the labour market position and continuity of (the management of) the company played a role in the proposed amendments.

Based on the results of a comprehensive analysis, the advice of the Works Council, and the dialogue within the Remuneration Committee and the SB, the proposal for an updated remuneration policy was put to a vote at the 2023 AGM and adopted with 99.2% votes in favour.

The most important elements of the policy did not change: remuneration for EB members continues to consist of only fixed components (no variable remuneration). The reference group consists of Dutch financial and listed companies comparable in size and the median serves as a guide for the maximum salary scales of the EB.

The updated remuneration policy contains the following changes:

  • Introduction of a fixed payment in shares to the remuneration structure;

  • Remuneration for EB members will at most be around the median;

  • Recalibration of the reference group based on market capitalisation and the ratio between financial and non-financial institutions;

  • Introduction of a Europe Control group of at least 10 European financial institutions.

In 2023, the remuneration report (based on the previous remuneration policy adopted in 2019) was submitted for an advisory vote at the AGM. With 96.8% votes in favour of the report (2022: 97.99%), shareholders reiterated their broad support for a.s.r.’s remuneration policy.

a.s.r. is of the opinion that with the current remuneration policy, it continues to meet the requirements of the Shareholder Rights Directive II (as incorporated into Dutch law) applicable to it. The current remuneration policy was adopted by more than 75% of the votes cast. The remuneration policy is clear and comprehensible and explains how it contributes to a.s.r.’s strategy, sustainability and the interests of stakeholders. The identity and positioning of a.s.r. and the remuneration relationships within a.s.r. were taken into account, by providing a framework for the four perspectives: the organisational perspective, the internal perspective, the external perspective and the stakeholder perspective. The 2023 Remuneration Report will be submitted to the AGM for advice.