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INDEXO Remuneration Information 2025

Mar 7, 2025

2240_rns_2025-03-07_386e9e65-b060-4392-934d-0a54707ccd15.pdf

Remuneration Information

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Investment management joint-stock company IPAS "Indexo" uniform registration number 40203042988

MANAGEMENT AND SUPERVISORY BOARD REMUNERATION REPORT 2024

Prepared in accordance with the requirements of the Financial Instruments Market Law of the Republic of Latvia

Table of contents

  • I. INTRODUCTION
  • II. REMUNERATION OF THE MEMBERS OF THE MANAGEMENT BOARD AND THE SUPERVISORY COUNCIL
  • III. COMPLIANCE OF REMUNERATION WITH THE REMUNERATION POLICY
  • IV. CHANGES IN REMUNERATION AND COMPANY PERFORMANCE RESULTS

I. INTRODUCTION

The remuneration report of the management board and supervisory board of the investment management joint-stock company "Indexo" (IPAS "Indexo", hereinafter referred to as IPAS INDEXO) for the year 2024 has been prepared in accordance with Article 59, Paragraph 4 of the Financial Instruments Market Law of the Republic of Latvia and the remuneration policy of the INDEXO Group, which is available on the company's website www.indexo.lv.

The aim of the INDEXO Group's remuneration policy is to establish the basic principles for the remuneration of the Group's officials and employees. The policy is designed to help the Group attract, retain, and develop professional and talented individuals, motivate them to act in accordance with the Group's values, ethical standards, and long-term goals, while simultaneously deterring them from taking risks beyond certain risk appetite levels and helping to avoid conflicts of interest.

II. REMUNERATION OF THE MANAGEMENT BOARD AND SUPERVISORY BOARD

The subsidiary of IPAS INDEXO, INDEXO Bank, received a credit institution license in 2024, leading to several changes in the management structure within the INDEXO Group. Specifically, Valdis Siksnis and Ieva Bauma left the Management Board of the IPAS INDEXO pension management company to continue their work at INDEXO Bank. Consequently, Henriks Karmo was appointed as the Chairman of the Management Board of IPAS INDEXO, while Artūrs Roze and Marija Černoštana were appointed as Board Members.

On July 8, 2024, Ivita Asare resigned from the Supervisory Board of IPAS INDEXO, where she had been since April 19, 2023. As a result, the Supervisory Board now consists of Valdis Vancovičs, Svens Dinsdorfs, Renāts Lokomets, and Ramona Miglāne.

Table 1

The dates of appointment of the Members of the Management Board and of the Supervisory Council are the dates on which the decision of appointment or resignation of the Member of the Management Board and of the Supervisory Council is registered in the Register of Enterprises of the Republic of Latvia.

Valdis Vancovičs – Chairman of the Supervisory Council
(from 19.04.2023.)
Svens Dinsdorfs – Deputy Chairman of the Supervisory
Members of the Supervisory Council Council (from 19.04.2023.)
and their position Renāts Lokomets – Member of the Supervisory Council
(from 19.04.2023.)
Ivita Asare - Member of the Supervisory Council
(19.04.2023. - 08.07.2024. )
Ramona Miglāne – Member of the Supervisory Council
(from 19.04.2023.)
Members of the Management Board
and their position
Valdis Siksnis – Chairman of the Management Board
(25.04.2022. - 03.06.2024.)
Henrik Karmo - Chairman of the Management Board
(from 03.06.2024.)
Henrik Karmo – Member of the Management Board
(05.07.2023. 03.06.2025.)
Ieva Bauma – Member of the Management Board
(05.07.2023. - 03.06.2024.)
Artūrs Roze – Member of the Management Board (from
03.06.2024.)
Marija Černoštana – Member of the Management Board
(from 03.06.2024.)

Table 2

Total remuneration of the Management Board and the Supervisory Council, excluding national social insurance mandatory contributions, EUR.

Fixed remuneration Proportion of
fixed and
variable
remuneration %
Name, surname,
position
Base
salary*
Other
benefits**
Total Variable
remuneration
Total
remuneration
Valdis Siksnis,
Chairman of the
Management
Board (till
03.06.2024.)
20 651 242 20 893 0 20 893 100% / 0%
Henrik Karmo,
Chairman of the
Management
Board
52 152 2 950 55 102 0 55 102 100% / 0%
Ieva Bauma,
Member of the
Management
Board, Merketing
Manager (till
03.06.2024.)
10 501 1 495 11 996 0 11 996 100% / 0%
Artūrs Roze,
Member of the
Management
Board (from
03.06.2024.)
34 671 2 011 36 682 0 36 682 100% / 0%
Marija
Černoštana,
Member of the
Management 0 0 0 0 0 0% / 0%
Board (from
03.06.2024.)
Valdis Vancovičs, 0
Chairman of the
Supervisory 9 500 9 500 0 9 500 100% / 0%
Council
Svens Dinsdorfs, 0
Member of the
Supervisory 10 500 10 500 0 10 500 100% / 0%
Council
Renāts 0
Lokomets,
Member of the 10 500 10 500 0 10 500 100% / 0%
Supervisory
Council
Ivita Asare, 0
Member of the
Supervisory 3 500 3 500 0 3 500 100% / 0%
Council (till
08.07.2024.)
Ramona Miglāne, 0
Member of the
Supervisory 9 500 9 500 0 9 500 100% / 0%
Council

* The salary of the members of the Management Board includes the remuneration of a Management Board member in accordance with the board member's authorisation agreement and/or employment contract in the Company, if the relevant board member has an employment contract. A fixed remuneration for each meeting of the Council is determined for the members of the Council.

** Other benefits include contributions to employees' private pension funds, health insurance, and material benefits in exceptional cases—such as a one-time allowance in the event of a family member's death, childbirth, marriage, and other allowances. Additionally, IPAS INDEXO covers employees' expenses related to mobile communication services.

In accordance with the INDEXO Group Remuneration Policy, variable remuneration is only granted to employees in sales and customer service roles who do not hold positions that influence the risk profile. Therefore, in 2024, no variable remuneration was paid to Management and Supervisory Board members.

In 2024, some Management Board members received remuneration from both IPAS INDEXO and the Group company AS INDEXO Bank (hereinafter referred to as INDEXO Bank). Table 3 presents the remuneration received from the Group company INDEXO Bank.

Table 3

Remuneration received from INDEXO Group company INDEXO Banka, excluding employer's social insurance contributions, EUR.

Fixed remuneration Variable Total Proportion of
Name, surname, position Base Other Total remuneration remuneration fixed and variable
salary* benefits** remuneration %
Valdis Siksnis, Chairman of the
Management
Board
(till
50 602 4 652 55 254 0 55 254 100% / 0%
03.06.2024.)
Henrik Karmo, Chairman of the 19 986 0 19 986 0 19 986 100% / 0%
Management Board
Ieva Bauma, Member of the
Management Board, Merketing 12 453 315 12 768 0 12 768 100% / 0%
Manager (till 03.06.2024.)
Marija Černoštana, Member of
the Management Board (from 38 442 2 174 40 616 0 40 616 100% / 0%
03.06.2024.)

The remuneration received from INDEXO Group company INDEXO Banka is indicated for the period of time during which the person held the position of a member of the Board of IPAS INDEXO. In 2024, all members of the Council received remuneration from IPAS INDEXO and did not receive any remuneration from other Group companies within the meaning of the Law on Annual Reports and Consolidated Annual Reports of the Republic of Latvia.

In addition to remuneration, the Company may offer its employees and officials the opportunity to participate in the Option Program. Options are granted in accordance with the Group's Option Issuance Rules. This is a long-term incentive plan for the management board and employees in the form of shares, aimed at motivating employees and management board members to focus on the long-term development of operations and to foster interest in the effective management of IPAS INDEXO.

The Company's shareholders' meeting has approved two share purchase right (option) schemes that were in force during the reporting period and within which one option gives the right to purchase one share of the company. The first staff option scheme is hereinafter referred to as the employee stock option scheme, while the second option scheme is hereinafter referred to as the management stock option scheme.

The Employee options are not considered as variable or fixed remuneration, as the terms of issue stipulate that the option holder may purchase Employee options at a price not lower than the nominal value of the shares, and the option holder must cover the purchase from his own funds. Options may be granted to Members of the Management Board by the Supervisory Council, in accordance with the Group's Option Issuance Rules.

Employee stock option scheme

The terms of the Employee stock option scheme were approved at the Company's shareholders' meeting on March 29, 2021. The updated terms were approved at the Company's shareholders' meeting on March 24, 2022, the current version of the terms was approved on March 25, 2024. One option gives the right to purchase one share of the Company for EUR 2.86 with a holding period of 1 year. The management Board determines the effective date of the exercise right each year, provided that at least two dates are determined in a calendar year. The option holder is entitled to exercise the employee stock option granted to him/her no later than the nearest exercise date of the options after the end of the holding period; unused options are annulled.

Management stock option scheme

The terms of the Stage I Management stock option scheme were approved by the Company's shareholders' meeting on March 24, 2022, the current version of the terms was approved on March 25, 2024. According to the terms of stage I of the management option stock scheme, one option gives the right to purchase one share of the Company for EUR 1.00 with a holding period of 1 year. According to the terms of stage II of the management stock option scheme, one option gives the right to purchase one share of the Company for EUR 27.48 with a minimum holding period of 1 year. The Management board determines the exercise dates of the options each year, provided that at least two dates are determined in a calendar year. The holder of options issued under Stage I is entitled to exercise the options granted to him/her no later than the nearest option exercise date after the end of the holding period, unused Stage I options are annulled. The holder of options issued under Stage II may start exercising the options granted to him/her in the relevant proportional amount on the nearest option exercise date after the end of the holding period and may continue to exercise them on any subsequent option conversion date.

The Company has certain clawback rights in relation to Stage I options if on the exercise date (the date being Company's Management Board meeting which is no later than 4 months after the publication of the Company's 2026 annual financial statements) the value of the Company's share does not exceed the amounts specified in the management stock option scheme regulations. Holders of options issued under Stage I may derive material benefit from the Sage I management stock option only if the market price of the share on the exercise date exceeds EUR 16.51 per share. The number of shares to be returned depends on the market value of the Company's shares and is determined in accordance with the terms of the option scheme.

Table 4

Number of options granted and exercised, price, grant date in 2024.

Main terms of the share option plan Information about the financial year
Opening
balance
During the year Ending balance
Name, surname, position Type of
option
scheme
Option
grant date
Effective
date of the
conversion
right
Conversion
price of the
share
Share option at
the beginning of
the year
Share
options
granted
Share
options
converted
Forfeited Number of
perfomance
linked share
options
granted
Share
options
granted
but not
converted
Ieva Bauma, Member of the
Management Board, Chief
Marketing Officer
Employee
option
scheme
4/17/2023 4/18/2024 2.86 2500 0 2500 0 0 0
Ieva Bauma, Member of the
Management Board, Chief
Marketing Officer
Stage
I
management
option
scheme
2/3/2023 2/4/2024 1 1000 0 1000 0 0 0
Ieva Bauma, Member of the
Management Board, Chief
Marketing Officer
Stage
II
management
option
scheme
10/16/2023 10/17/2024 27.48 8000 0 0 0 0 8000
Artūrs Roze, Member of the
Management Board
Employee
option
scheme
5/31/2022 6/1/2023 2.86 2000 0 2000 0 0 0
Artūrs Roze, Member of the
Management Board
Employee
option
scheme
4/17/2023 4/18/2024 2.86 2500 0 2500 0 0 0
Artūrs Roze, Member of the
Management Board
Stage
I
management
option
scheme
4/17/2023 4/18/2024 1 1000 0 1000 0 0 0
Artūrs Roze, Member of the
Management Board
Stage
II
management
option
scheme
10/9/2023 10/10/2024 27.48 8000 0 0 0 0 8000
Marija Černoštana, Member of the
Management Board
Employee
option
scheme
12/18/2023 12/19/2024 2.86 500 0 500 0 0 0
Marija Černoštana, Member of the
Management Board
Stage
I
management
option
scheme
7/17/2023 7/18/2024 1 500 0 0 500 0 0
Marija Černoštana, Member of the
Management Board
Stage
II
management
option
scheme
10/9/2023 10/10/2024 27.48 5000 0 0 0 0 5000

III. COMPLIANCE OF REMUNERATION WITH THE REMUNERATION POLICY

The remuneration of the Board and the Council complies with the INDEXO Group remuneration policy approved by the shareholders' meeting. The internal audit function regularly performs checks on compliance with the basic principles of remuneration and compliance. In the last audit conducted for 2024, no significant violations were detected.

IV. CHANGES IN REMUNERATION AND COMPANY PERFORMANCE RESULTS

The comparative data summarizes the remuneration of the Management Board and Supervisory Council, the company's performance indicators (all performance indicators of the Company and the Group can be found in the annual financial report), and the average full-time remuneration of the Company's employees, excluding members of the Board and Council.

IPAS "Indexo" is the fastest growing pension manager in Latvia in terms of clients. In 2024, the Company acquired a significant number of new clients – 14 701. By the end of the year, the Company's number of clients reached 141 914 which is a 12% increase. In the last 5 years, we have increased our number of clients by 34.7% per annum. The Company's Assets Under Management grew by 46%, reaching EUR 1 399 million, meanwhile Latvian 2nd pillar pension market increased from EUR 7.06 billion euros to EUR 8.78 billion euros over the same period. The market has grown mainly due to high increases in all the top equity and bond indices. At the end of 2024, INDEXO market share was nearly 15% of the 2nd pillar pension savings market.

In 2024, the pension fund "INDEXO Jauda 16-55" had a return of 25.45%, whereas the 5-year return exceeded 10.8% per annum. Since the inception of the "INDEXO Jauda 16-55" pension fund on 5 February 2018, the value of EUR 1 invested at that date has grown to EUR 1.98 at the end of 2024. Other INDEXO pension funds also delivered strong returns in the market. INDEXO management team continues to work hard on reducing the costs associated with investment services in order to further improve the returns of INDEXO pension plans. The growing number of clients and the growing volume of assets under management have led to an increase in the revenue of the pension fund management business segment to EUR 4.45 million.

The total income of IPAS "Indexo" during the reporting period was more than sufficient to cover the administrative expenses of pension fund management. Profit before client acquisition cost reached EUR 2.77 million, and net profit – 0.87 million.

Table 5

Remuneration for the financial reporting year, excluding national social insurance mandatory contributions, and Company performance EUR.

Remuneration of the IPAS "Indexo" management, EUR 2023 2024
Management Board fixed remuneration 123 839 117 975
Management Board variable remuneration 6 600 0
Management Board total remuneration 130 439 117 975
Supervisory Council fixed remuneration 17 258 43 500
Supervisory Council variable remuneration 0 0
Supervisory Council total remuneration 17 258 43 500
Company performance, EUR
Revenue 3 148 438 4 358 622
Profit before tax (326 301) 880 623
Net profit (331 527) 873 235
The average salary of equivalent employees for full-time work, EUR
Remuneration of heads of functions 44188 59570

Information on cases when the variable part of the remuneration has been reclaimed None.

The applied temporary derogations, inter alia, an explanation of the exceptional case and a reference to specific components of the remuneration policy to which temporary derogation has been applied.

None.