36. Related Parties

Transactions with Related Parties

Demag Cranes AG and the subsidiaries included in the Consolidated Financial Statements transact business with numerous other companies, including in some cases with related parties. Related parties notably include the entities contained in the list of Demag Cranes AG subsidiaries, joint ventures and investments, plus employees in key positions within Demag Cranes AG together with their families.

The Group’s main transactions with related parties arise in the course of normal business dealings. All such transactions are effected on an arm’s length basis. The table below provides information on outstanding transactions with related parties as at 30 September 2010:

Related parties

Relation

Transactions

MHE-Demag (S) Pte. Ltd., Singapore

Joint venture

Supplier relationships

Donati Ltd., Liverpool

Investment

Supplier relationships

Dr. Kay Mayland
(member of the Supervisory Board, DCC GmbH, Wetter;
CEO, SMS Siemag Aktiengesellschaft, Düsseldorf)

Group management

Supplier relationships

TBA International Holding B.V., Delft

Subsidiary TBA B.V., Delft

Loans

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The table below shows balances at the balance sheet date on transactions with the related parties mentioned and the expenses incurred in the reporting period:

 

30 September



in EUR thousand

2010

Of which interest

2009

Of which interest

Financial assets

4,833

2

5,165

5

Trade receivables from MHE-Demag (S) Pte. Ltd.

4,371

4,055

Trade receivables from Donati Ltd.

202

216

Trade receivables from TBA Logistics and
Software Private Ltd.

51

Trade receivables from SMS Siemag Aktiengesellschaft

44

257

Advance payments made to MHE-Demag (S) Pte. Ltd.

384

Other financial assets receivable from Donati Ltd.

216

2

202

5

Financial liabilities

418

549

Financial liability to TBA Holding

110

Trade payables to Donati Ltd.

6

1

Advance payments received from
SMS Siemag Aktiengesellschaft

412

438

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1 October to 30 September


in EUR thousand

2009/2010

2008/2009

Revenue

19,235

18,790

MHE-Demag (S) Pte, Ltd.

16,319

15,240

Donati Ltd.

1,164

1,074

E & W Anlagenbau GmbH*

280

SMS Siemag Aktiengesellschaft

1,752

2,197


*Interests sold on 19 December 2008.

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Compensation of the Management Board and Members of the Supervisory Board

Detailed information on the compensation system and compensation paid to individual members of the Management Board and Supervisory Board is provided in the Remuneration Report (in the Corporate Governance section). The Remuneration Report forms an integral part of the Combined Management Report.

Management Board

Members of the Management Board were paid fixed and variable compensation in financial year 2009/2010. The variable compensation depends on the attainment of targets for operating EBIT and operating net income after tax. Members of the Management Board also participate in the Matching Stock Program (MSP). This is described in Note 23 ("Shareholders’ Equity"). Non-cash compensation is also provided in the amounts required to be recognised under tax regulations for the use of company cars. As in the previous year, the Company has not granted any advances or credits to members of the Management Board.

Total Compensation

The table below shows the compensation for the active members and one former member of the Management Board:

 

1 October to 30 September


in EUR thousand

2009/2010

2008/2009

Fixed compensation

1,350

1,029

Variable compensation

2,478

413

Other

529

244

Total

4,357

1,686

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The total compensation paid to active members of the Management Board was EUR 4,357,000 (2008/2009: EUR 1,686,000). This consisted of EUR 1,350,000 (2008/2009: EUR 1,029,000) in fixed compensation, EUR 2,478,000 (2008/2009: EUR 413,000) in variable compensation and EUR 529,000 (2008/2009: EUR 244,000) in other compensation. The total figure includes in additions to pension provisions of EUR 378,000 for the financial year (2008/2009: EUR 56,000). The fair value of share-based compensation (the MSP) stood at EUR 496,000 at the grant date. At total of EUR 269,000 for the financial year (2008/2009: 235,000) in expenditure was recognised.

A member of the Management Board departing in the previous year received EUR 313,000 in fixed compensation in financial year 2008/2009, EUR 0,000 in variable compensation and EUR 3,444,000 in other compensation. Other compensation mainly consists of a EUR 3,438,000 final settlement for early termination of contract. This covered all income the departing member of the Management Board would have received had the contract continued after 31 March 2009. Entitlements under the share option scheme expired on termination. Pension provisions for former members of the Management Board amounted to EUR 152,000 as at 30 September 2010 (2009: EUR 96,000).

Supervisory Board

In accordance with the Articles of Association, members of the Supervisory Board received fixed compensation totalling EUR 402,000 for financial year 2009/2010 (2008/2009: EUR 404,000) for their activities on the Supervisory Board of Demag Cranes AG and on the supervisory boards of other Group companies. A further EUR 124,000 (2008/2009: EUR 130,000) was paid in attendance fees. Out-of-pocket expenses came to EUR 19,000 (2008/2009: EUR 15,000). There is no variable compensation for members of the Supervisory Board. As in the previous year, the Company has not granted any advances or credits to members of the Supervisory Board.

Service Functions