Director and Executive Share Ownership Guidelines
Directors’ Share Ownership Guidelines
Alcan’s Directors’ Share Ownership Guidelines are set out in section VII. 3. of the Alcan Inc. Board of Directors Charter, which reads as follows:
In order to ensure alignment of the interests of Directors with those of Shareholders, at least one half of the Directors’ fees are paid to non-executive Directors in Deferred Share Units, being the economic equivalent of the Common Shares of the Company.
All non-executive Directors must hold a minimum of the equivalent of three times their respective annual Director’s fees in the form of (i) Common Shares of the Company and/or (ii) Deferred Share Units. Directors will have five years from the time of their first election to the Board to meet these Share ownership requirements.
Executive Share Ownership Guidelines
The Human Resources Committee of the Board of Directors has approved the following share ownership requirements for executive Alcan employees:
- The Chief Executive Officer must own Common Shares or equivalent interests (including Restricted Share Units and Executive Deferred Share Units) with a minimum value of five times his or her annual salary.
- The Executive and Senior Vice-Presidents must each own Common Shares or equivalent interests (including Restricted Share Units and Executive Deferred Share Units) with a minimum value of three times his or her annual salary.
- Other executives in job grades 46 and above must each own Common Shares or equivalent interests (including Restricted Share Units and Executive Deferred Share Units) with a minimum value of his or her annual salary.
The above required levels must, in each case, be attained by the subject employees by the later of 31 December 2009 or the third anniversary of their becoming employees and will remain in effect as long as they are employees.