EXECUTIVE BOARD REMUNERATION

Remuneration and reimbursement of expenses are paid to the CEO and Executive Board members as stipulated in their respective employment contracts. These contracts, including provisions on salary, bonuses and other incentives, are regulated by Moscow Exchange’s Supervisory Board.

A procedure for paying annual bonuses to the CEO and Executive Board members was adopted by the Supervisory Board and included in the employment contracts. According to the procedure, payment of part of the annual bonus is deferred. Thus, 70% of the annual bonus for 2014 was paid after the year’s results had been announced, 30% is expected to be paid in equal parts in one and two years’ time (i.e., 15% after one calendar year and 15% after two calendar years), in accordance with the relevant Supervisory Board resolution. The deferred part of the bonus for 2015 will be 40%. This allows consideration to be given to risks associated with decisions made by Executive Board members.

Annual bonuses for Executive Board members are linked to company performance and individual key performance indicators (KPIs). The Supervisory Board sets company targets and individual KPIs, determines their influence on bonus size, and evaluates performance. For 2014, the weighting of company targets/individual KPIs in determining bonuses was 50/50 (not applied to CEO). Two of the company’s KPIs were included in the CEO’s KPIs in 2014.

All Executive Board members participate in the Exchange’s long-term incentive plan, which gives them the right to acquire shares in an amount and at a price set by the Supervisory Board.