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Notes to the consolidated financial statements
31 Related party transactions
Financials
Compensation of key management personnel
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities
of the Company as a whole. Following ongoing organizational changes and the appointment of two continental Chief Operating Officers
to the Corporate Executive Board, in 2009 the Company reassessed which persons constitute key management personnel. The Company
concluded that key management personnel only consist of the members of the Corporate Executive Board and the members of the
Supervisory Board.
The Company recognized remuneration expenses of €12 million (2008: €23 million, based on the definition of key management
personnel as disclosed in the 2008 Annual Report) for consideration paid, payable or provided to key management personnel. This
consisted of short-term employee benefits of €6 million (2008: €13 million), post-employment benefits of €1 million (2008: €1 million),
termination benefits of nil (2008: €1 million), share-based compensation of €4 million (2008: €7 million) and other benefits of €1 million
(2008: €1 million).
Employment contracts with individual Corporate Executive Board members
John Rishton
The Company provides John Rishton with a base salary currently set at €945,000 per year, participation in the annual cash incentive
plan, as well as participation in the Company's equity-based long-term incentive program (GRO - see Note 32). The at-target payout under
the annual cash incentive plan is 100 percent of the base salary and is capped at 125 percent in case of extraordinary performance.
Unless John Rishton's employment agreement is otherwise terminated, he will be eligible for reappointment in 2010. In the event the
Company terminates John Rishton's employment agreement for reasons other than cause or because he is not reappointed, John Rishton
is entitled to a severance payment equal to one year's base salary. John Rishton's employment agreement may be terminated by the
Company with a notice period of twelve months and by John Rishton with a notice period of six months. John Rishton participates in
Ahold's Dutch Pension Plan.
Kimberly Ross
The Company provides Kimberly Ross with a base salary currently set at €500,000 per year, participation in the annual cash incentive
plan, as well as participation in the Company's equity-based long-term incentive program (GRO - see Note 32). The at-target payout under
the annual cash incentive plan is 100 percent of the base salary and is capped at 125 percent in case of extraordinary performance.
Unless Kimberly Ross' employment agreement is otherwise terminated, she will be eligible for reappointment in 2012. In the event the
Company terminates Kimberly Ross' employment agreement for reasons other than cause or because she is not reappointed, Kimberly
Ross is entitled to a severance payment equal to one year's base salary. Kimberly Ross' employment agreement may be terminated by
the Company with a notice period of twelve months and by Kimberly Ross with a notice period of six months. Kimberly Ross participates
in the U.S. Benefit Plans - the Salary Continuation Plan (SCP), the Ahold USA Pension Plan and the 401(k) Plan.
Peter Wakkie
Peter Wakkie retired from the Corporate Executive Board as of December 31, 2009. The Company provided Peter Wakkie with a base
salary of €600,000 per year, participation in the annual cash incentive plan, as well as participation in the Company's equity-based
long-term incentive program (GRO - see Note 32). The at-target payout under the annual cash incentive plan was 100 percent of the
base salary and was capped at 125 percent in case of extraordinary performance.
Dick Boer
The Company provides Dick Boer with a base salary currently set at €625,000 per year, participation in the annual cash incentive plan,
as well as participation in the Company's equity-based long-term incentive plan (GRO - see Note 32). The at-target payout under the
annual cash incentive plan is 100 percent of base salary and is capped at 125 percent in case of extraordinary performance. Unless
Dick Boer's employment agreement is otherwise terminated, he will be eligible for reappointment in 2011. In the event the Company
terminates Dick Boer's employment agreement for reasons other than cause or because he is not reappointed, Dick Boer is entitled to
a severance payment equal to one year's base salary. Dick Boer's employment agreement may be terminated by the Company with a
notice period of twelve months and by Dick Boer with a notice period of six months. Dick Boer participates in Ahold's Dutch Pension Plan.
Lawrence Benjamin
The Company provides Lawrence Benjamin with a base salary currently set at $950,000 per year, participation in the annual cash
incentive plan, as well as participation in the Company's equity-based long-term incentive plan (GRO - see Note 32). The at-target payout
under the annual cash incentive plan is 100 percent of base salary and is capped at 125 percent in case of extraordinary performance.
Unless Lawrence Benjamin's employment agreement is otherwise terminated, he will be eligible for reappointment in 2013. In the event
the Company terminates Lawrence Benjamin's employment agreement for reasons other than cause or because he is not reappointed,
Lawrence Benjamin is entitled to a severance payment equal to one year's base salary. Lawrence Benjamin's employment agreement
may be terminated by the Company with a notice period of twelve months and by Lawrence Benjamin with a notice period of six months.
Lawrence Benjamin participates in the U.S. Benefit Plans - the Salary Continuation Plan (SCP) and the 401(k) Plan.
Ahold Annual Report 2009 101