Remuneration Report
Reportofthe Reportofthe Financial Other
Contents Overview Executive Board Supervisory Board Statements Information
The Executive Board's remuneration policy reflects our longstanding remuneration principles of supporting the business strategy, paying
for performance, and paying competitively and fairly. The remuneration policy and underlying principles continue to support our business
growth in the widely diverse markets in which we operate. In 2015, the Remuneration Committee reviewed the remuneration policy versus
its implementation, and its outcome versus performance. With regard to policy, the Supervisory Board concluded that there were no reasons
to recommend adjustments to the 2016 Annual General Meeting. In regard to implementation, the Supervisory Board decided to increase
the Executive Board base salaries to the aspired policy levels, thereby bringing their target variable remuneration closer to the aspired
policy levels as well. An important occurrence in 2015 was that following the 2015 AGM on 23 April 2015, Mrs. Laurence Debroux succeeded
Mr. René Hooft Graafland as member of the Executive Board and CFO. To that end, a mutual agreement was reached with Mr. René Hooft
Graafland on 3 November 2014 on his resignation from the Executive Board and his CFO position at the time of succession, and on the
termination of his employment contract with the Company as of 1 May 2015.
Introduction
This Remuneration Report includes three sections:
Part I-Describes the prevailing Executive Board's remuneration policy, as it was adopted by the AGM in 2011, and as it has been applied in 2015
and will be applied in 2016.
Part II - Provides details of the Executive Board's actual remuneration for performance ending in, or at year-end, 2015.
Part III - Outlines the adjustments to the Executive Board target remuneration for 2016 within prevailing policy.
Part I - Executive Board remuneration policy
Remuneration principles
The Executive Board's remuneration policy is designed to meet four key principles:
Support the business strategy - We align our remuneration policy with business strategies focused on creating long-term growth and shareholder
value, while maintaining a tight focus on short-term financial results.
Pay for performance - We set clear and measurable targets for our short-term variable pay and long-term variable award policies, and we pay higher
remuneration when targets are exceeded and lower remuneration when targets are not met.
Pay competitively - We set target remuneration to be competitive with other relevant multinational corporations of similar size and complexity.
Pay fairly- We set target remuneration to be internally consistent and fair; we regularly review internal pay relativities between the Executive Board
and senior managers and aim to achieve consistency and alignment where possible.
51 Heineken N.V. Annual Report 2015
