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STATE STREET BANQUE SA 1 STATE STREET BANQUE SA Report on Remuneration Policies and Practices for Fiscal Year 2014
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State Street Banque SA - Remuneration Report 2014 ... · STATE STREET BANQUE SA 4 with the group’s financial safety and soundness consistent with applicable related regulatory rules

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Page 1: State Street Banque SA - Remuneration Report 2014 ... · STATE STREET BANQUE SA 4 with the group’s financial safety and soundness consistent with applicable related regulatory rules

STATE STREET BANQUE SA 1

STATE STREET BANQUE SA

Report on Remuneration Policies and Practices for Fiscal Year 2014

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French Regulatory Requirements 2014 State Street Response

Governance

Article 15 – Regulation November 3, 2014

The remuneration of the persons in charge of the

validation of the operations is set independently from the

functions for which they have to validate or check the

operations, and must be set at an adequate level so that

there are qualified and experienced people.

The remuneration needs to take into account the

achievement of the objectives associated to the function.

The ECC has oversight of the compensation system at State Street. The ECC has oversight of

all compensation plans, policies and programs in which senior executives participate. ECC

members are senior professionals with strong financial/business knowledge, and are

independent members of the Board of State Street Corporation, in accordance with the listing

standards of the New York Stock Exchange. They are appointed by the Board on the

recommendation of the Nominating and Corporate Governance Committee of the Board. There

are currently 5 members of the ECC. During 2014, the Committee held 6 meetings.

In 2010, State Street introduced a formal process for integrating the perspectives of its Risk and

Capital Committee (RC) into compensation decisions made by the ECC. The RC evaluates

annually the material risks applicable to State Street, as well as management actions during the

year designed to mitigate those risks. The RC then makes recommendations to the ECC as to

positive or negative factors to be considered in compensation decisions. These

recommendations are presented to the ECC by the Chair of the RC, who is also a member of the

ECC.

The Chair of the Risk and Capital Committee (RC) is also a member of the ECC, providing

continuity between the committees. It should be noted that the RC is responsible for reviewing

and discussing with management the Company’s assessment and management of risk. In

addition, other independent directors who are not members of the ECC attend the ECC meetings

from time to time.

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For the 2014 compensation cycle, State Street implemented a new process pursuant to which a

committee of our Board of Directors with oversight of an area managed by a selected control

function specifically reviews the performance assessment and individual compensation

recommendations for the heads of the relevant control function, as well as an overview of the

performance and compensation for the entire control function. For example, our Examining and

Audit Committee conducted these reviews with respect to our Chief Compliance Officer and our

Compliance Department. This process is designed, among other things, to provide the relevant

committee with additional perspective on the performance of the relevant control function and

whether that function is being allocated appropriate resources and compensation.

The ECC has sole authority to retain and terminate any compensation consultants and other

advisors used by the ECC to assist in the evaluation of compensation for the CEO and/or other

executive officers and approve these consultants’ and other advisors’ fees and other retention

terms.

The ECC engages Meridian Compensation Partners, an executive compensation consulting firm,

to provide compensation consulting as part of its review of executive compensation, and retains

its own external legal counsel, Shearman & Sterling LLP. Note that the change from Aon Hewitt

to Meridian Compensation Partners, as the ECC’s independent compensation consultant, was

effective for the 2014 compensation cycle.

The ECC operates under a Board-approved charter. Under this charter, ECC oversees all State

Street’s compensation plans, policies, and programs in which senior executives participate and

incentive, retirement, welfare and equity plans in which certain other employees of the group

participate. It also oversees the alignment of the group’s incentive compensation arrangements

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with the group’s financial safety and soundness consistent with applicable related regulatory

rules and guidance.

The ECC reviews and approves the CEO’s compensation in conjunction with other independent

directors of the Board. The CEO and the Chair of the ECC review annually incentive

compensation allocations for all EVPs and all employees who are among the top 100 in total

compensation.

The ECC approves the overall allocation of the IC plan pool. The CEO allocates IC pools to

business units and corporate functions based upon a variety of factors, which may include

budget performance, achievement of key goals and other considerations. The final expenditure

and overall allocation among current and deferred awards is then reviewed by the ECC prior to

payment.

Additionally, the ECC is presented with detailed performance assessments and compensation

information for all EU Material Risk Takers, including details of individual performance, with a

particular focus on financial and risk performance as well as compensation proposals and

compensation history. The Head of EMEA and/ or Vice Chairman of State Street reviews the

assessments and attends the ECC’s February meeting to present the assessments to the ECC

for its review and approval.

Governance

For the application of Article L.511-89 of the French

Monetary Code, covered institutions for which total assets

is above 5 billion euros establish a risk committee, an

State Street Banque S.A. assets do not exceed 5 billion euro. On that basis State Street Banque

S.A. has not established a French remuneration committee. As part of general good

governance the ECC is in place. The ECC operates under a Board-approved charter and under

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Article 104 – Regulation November 3, 2014

appointment committee and a remuneration committee.

Other institutions than the ones listed under Articles L.

511-89 and L. 533-31 of the French Monetary Code, who

establish voluntarily a committee named under Article

L511-89, have to be in compliance with the rules of such

committee.

this charter, ECC oversees all State Street’s compensation plans, policies, and programs in

which senior executives participate and incentive, retirement, welfare and equity plans in which

certain other employees of the group participate. It also oversees the alignment of the group’s

incentive compensation arrangements with the group’s financial safety and soundness

consistent with applicable related regulatory rules and guidance.

Remuneration

Article 202 – Regulation November 3, 2014

Covered entities ensure that the remunerations of the

persons listed in Article L.511-71 of the French Monetary

Code and if any in application of the EU regulation

n°604/2014 dated March 4, 2014 are granted and paid in

compliance with articles L. 511-71 à L. 511-88 of the

French Monetary Code and if any, in compliance with

delegated regulations issued by the European council.

Covered entities also ensure compliance with the rules set

in the Regulation November 3, 2014.

State Street Banque S.A. is under the 10 billion threshold of balance sheet set for the application

of the articles L511-71 to L511-88 of the French Monetary Code (FMC).

State Street Banque S.A. has adopted an appropriate and specific remuneration policy

respecting the long interests of the group, and has therefore identified material risk takers and

implemented measures regarding remuneration limitation, deferred payments and financial

instrument awards.

As a consequence, proportionality measures can apply to State Street Banque S.A. and articles

L511-71 to L511-88 of the FMC do not apply.

State Street operates a fully flexible, discretionary bonus policy. The discretionary bonus policy

is structured so as to achieve a balance between fixed and variable components.

The corporate Incentive Compensation (IC) pool is based on the overall profits of the entire State

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Street group of companies. The primary component in the calculation of the IC pool is operating-

basis0F1 Net Income Before Tax and Incentive Compensation (NIBTIC). The ECC reviews

operating-basis NIBTIC calculations and identifies any applicable adjustments to reflect its

assessment as to elements of revenues and expenses that should apply, should not apply or

should apply differently for IC purposes. The ECC has flexibility to adjust the overall global IC

pool and, in making these determinations, the ECC considers a number of factors, including

capital, risk, business and other considerations.

Specific capital measurements taken into consideration include the Tier 1 risk-based capital

ratio; the tangible common equity (TCE) ratio1F2; unrealized portfolio gains and losses; and the

Tier 1 leverage ratio. Historically, the ECC has exercised its discretion in the determination and

application of NIBTIC to reduce the IC Plan pool. The ECC can also exercise its discretion in

determining if an adjustment to the IC pool accrual rate is appropriate based on the overall

corporate performance evaluation in any period (i.e., based on an evaluation of performance

against financial, risk and annual goals measured by three discrete scorecards).

1 State Street measures and reports its financial performance in accordance with U.S. generally accepted accounting principles, or GAAP. It also separately measures and compares its financial performance on an operating basis, which reflects revenue from non-taxable sources on a fully taxable-equivalent basis and excludes the impact of revenue and expenses outside of the normal course of its business. State Street reviews its results on an operating basis, as these results, in addition to results presented in accordance with GAAP, facilitate comparisons from period to period and the analysis of comparable financial trends with respect to State Street’s normal ongoing business operations. 2 The TCE ratio is calculated by dividing consolidated total common shareholders' equity by consolidated total assets, after reducing both amounts by goodwill and other intangible assets net of related deferred taxes. Total assets reflected in the TCE ratio also exclude cash balances on deposit at the U.S. Federal Reserve and other central banks in excess of required reserves. The TCE ratio is not required by GAAP or by bank regulations, but is a metric used by management to evaluate the adequacy of State Street's capital levels. Since there is no authoritative requirement to calculate the TCE ratio, State Street’s TCE ratio is not necessarily comparable to similar capital measures disclosed or used by other companies in the financial services industry.

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In 2010, State Street introduced a formal process for integrating the perspectives of its Risk and

Capital Committee into compensation decisions made by the ECC. The RC evaluates annually

the material risks applicable to State Street, as well as management actions during the year

designed to mitigate those risks. The RC then makes recommendations to the ECC as to

positive or negative factors to be considered in compensation decisions. These

recommendations are presented to the ECC by the Chair of the RC who is also a member of the

ECC.

Each control function has a reporting line which is independent from the business units which

they supervise. Each function has a reporting line which feeds into a European or Global Head

of Department for the control function. The global management for each respective control

function is responsible for determining compensation to control function staff, within overall State

Street guidelines. Funding and performance assessment for these employees is based on

overall corporate results and not by reference to the business units which individual control

function employees supervise. The IC payable to senior risk and compliance officers is

considered and determined by the ECC.

The allocation of the overall global bonus pool to each business unit is determined by the

CEO/Chairman by reference to business unit performance and considers many factors including

those considered by the ECC. The sub-allocation of the business unit bonus pool to an individual

is then also further determined by an individual’s business manager with reference to the

individual’s performance measured on both financial and non-financial criteria.

Details of deferral rates are included in the next section.

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Remuneration policy

Article 450

REGULATION (EU) No 575/2013 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL

of 26 June 2013

on prudential requirements for credit institutions and investment firms and amending

1. Institutions shall disclose at least the following

information, regarding the remuneration policy and

practices of the institution for those categories of staff

whose professional activities have a material impact on its

risk profile:

(a) | information concerning the decision-making process

used for determining the remuneration policy, as well as

the number of meetings held by the main body overseeing

remuneration during the financial year, including, if

applicable, information about the composition and the

mandate of a remuneration committee, the external

consultant whose services have been used for the

determination of the remuneration policy and the role of

the relevant stakeholders;

(b) | information on link between pay and performance;

(c) | the most important design characteristics of the

remuneration system, including information on the criteria

The ECC has oversight of the compensation system at State Street. The ECC has oversight of

all compensation plans, policies and programs in which senior executives participate. ECC

members are senior professionals with strong financial/business knowledge, and are

independent members of the Board of State Street Corporation, in accordance with the listing

standards of the New York Stock Exchange. They are appointed by the Board on the

recommendation of the Nominating and Corporate Governance Committee of the Board. There

are currently 5 members of the ECC and during 2014, the Committee held 6 meetings. The ECC

has flexibility to adjust the overall global IC pool and, in doing so, evaluates a number of factors,

including capital, risk, business and other considerations.

In making individual incentive awards, the Company permits the use of discretionary adjustments

to awards for noncompliance with internal policies and procedures or significant audit findings.

The ECC may also exercise negative discretion based on these factors when making awards to

members of the Management Committee (MC).

State Street’s overall aim is to attract and retain high-performing employees via its compensation

strategy. It is recognized that for the business to succeed, it must remain competitive and

cultivate an environment that encourages employees to learn and grow in their careers. There

are five key principles that define the State Street compensation strategy:

1. An emphasis on total compensation 2. A ‘pay-for-performance’ philosophy. Company, business unit and individual performance

drives overall compensation levels.

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Regulation (EU) No 648/2012

used for performance measurement and risk adjustment,

deferral policy and vesting criteria;

(d) | the ratios between fixed and variable remuneration

set in accordance with Article 94(1)(g) of Directive

2013/36/EU;

(e) | information on the performance criteria on which the

entitlement to shares, options or variable components of

remuneration is based;

(f) | the main parameters and rationale for any variable

component scheme and any other non-cash benefits;

(g) | aggregate quantitative information on remuneration,

broken down by business area;

(h) | aggregate quantitative information on remuneration,

broken down by senior management and members of staff

whose actions have a material impact on the risk profile of

the institution, indicating the following: | (i) | the amounts

of remuneration for the financial year, split into fixed and

variable remuneration, and the number of beneficiaries; |

(ii) | the amounts and forms of variable remuneration, split

into cash, shares, share-linked instruments and other

types; | (iii) | the amounts of outstanding deferred

3. A competitive compensation package to attract and retain key talent. State Street target the aggregate annual value of the total compensation program to the median of the corporate peer group.

4. An alignment with shareholder interests as reflected through the mix of cash, instruments and equity compensation.

5. Compliance with applicable regulations and related guidance, including limiting incentives to take excessive risks. Through a process of structured discretion in determining IC pool funding and individual incentive award decisions, and the use of deferred awards as a pay delivery vehicle, State Street’s compensation system is made appropriately risk sensitive and links current decisions and actions to future risk outcomes. A comprehensive set of factors such as risk and capital are considered in addition to business performance and competitiveness.

.

The ECC monitors corporate performance throughout the year as an input to its determination of

the IC pool for the year. This basis of this review is corporate performance documented in a

series of performance scorecards including financial, risk and annual goals scorecards.

The 2014 financial budget developed by management and approved by the Board in early 2014 formed the basis of the metrics that are tracked in the corporate financial scorecard.

In addition, in February 2014, the ECC reviewed proposed annual management goals with a final review and approval at the February 2014 Board Meeting, which formed the basis of the management goals scorecard.

Finally, in April 2014 the RC reviewed and approved the 2014 corporate risk scorecard.

The ECC received performance updates for each scorecard in July and December 2014, with an

additional financial scorecard update in October 2014. The Committee received the final 2014

overall corporate performance evaluation in January 2015. The Committee’s overall evaluation,

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remuneration, split into vested and unvested portions; |

(iv) | the amounts of deferred remuneration awarded

during the financial year, paid out and reduced through

performance adjustments; | (v) | new sign-on and

severance payments made during the financial year, and

the number of beneficiaries of such payments; | (vi) | the

amounts of severance payments awarded during the

financial year, number of beneficiaries and highest such

award to a single person;

(i) | the number of individuals being remunerated EUR 1

million or more per financial year, for remuneration

between EUR 1 million and EUR 5 million broken down

into pay bands of EUR 500 000 and for remuneration of

EUR 5 million and above broken down into pay bands of

EUR 1 million;

(j) | upon demand from the Member State or competent

authority, the total remuneration for each member of the

management body or senior management.

balancing positive and negative performance outcomes in each of these areas, was a significant

factor in determining the size of the 2014 incentive compensation pool.

Discretion is exercised by the ECC in setting the corporate IC pool and determining individual

allocations from the IC pool in two primary ways:

As described earlier, the ECC reviews the corporate IC pool accrual at its meetings throughout

the year, and has the ability to apply its discretion based on its assessment of company

performance via the corporate performance process (i.e., financial, risk, and annual goals

scorecards), key regulatory developments, market trends and other factors. Typically, based on

State Street’s internal process and absent extraordinary circumstances, the ECC exercises its

discretion at the December ECC meeting based on the overall year-end performance

assessment and the most recent available information on market trends and regulatory

developments and requirements.

The ECC may also make special one-time adjustments to the corporate IC pool that are

appropriate to reflect financial, risk or annual goals performance that is not captured in the

corporate performance scorecards, or for other reasons it deems appropriate.

The ECC engages Meridian Compensation Partners, an executive compensation consulting firm,

to provide compensation consulting as part of its review of executive compensation, and retains

its own external legal counsel, Shearman & Sterling LLP. Note that the change from Aon Hewitt

to Meridian Compensation Partners, as the ECC’s independent compensation consultant, was

effective for the 2014 compensation cycle.

State Street also has a performance planning and review process for employee compensation

that involves a collaborative planning process in which employees and their managers establish

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performance goals that align individual with corporate goals (in the following categories which

are described below: driving strategy, strengthening the organization, enhancing culture,

delivering on financial commitments and engaging employees.).

Mid-year and year-end progress reviews are conducted and the employee’s performance level is

reviewed and rated on a five-point scale (“consistently exceeded expectations”, “often exceeded

expectations”, “consistently achieved expectations”, “sometimes achieved expectations” and

“unacceptable performance”).

This rating is a key factor used by managers (and by the ECC for EU Material Risk Takers) in

determining incentive compensation and salary decisions during the annual compensation

planning process. Typically, employees receiving a rating of 2 or lower will receive a much-

reduced or zero IC award.

Performance management employs consistent processes to cascade goals, create "line of sight"

and measure actual individual and organizational performance. Frequent feedback is a critical

element of the Performance Planning & Review (PPR), which is State Street's performance

management process.

State Street's PPR process is designed to maximize individual performance and further the

accomplishment of its corporate goals

The PPR process is a three-staged approach to Performance Management. The first stage,

called Performance Planning, involves the employee and manager working in partnership to

ensure that performance goals and targets, skills and behaviours, and development goals are

collaboratively set for every employee at the beginning of the year. Goals are recorded in the

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PPR application with final approval being given by the manager.

Stage two focuses on the facilitation of regular review and feedback between the employee and

manager throughout the year.

The third stage is the completion of a year-end review by mid-December and includes a

performance level descriptor.

Where applicable, individual financial targets will be incorporated into the Performance Planning

stage of the PPR process and the level of achievement against these financial goals will form

part of the year-end review process and contribute to the performance rating along with

qualitative assessment. Variable compensation is assigned on an individual basis by way of a

review of both quantitative and qualitative factors.

In addition to the PPR process, in 2012 State Street introduced the Talent and Reward

Differentiation Tool (TRDT) to assist managers in making compensation decisions. The TRDT

allows managers to assign a relative score (on a seven-point scale) to employees at the Vice

President level and above based on five factors. These include relative performance, potential,

criticality of role, critical skills or expertise and retention risk, and combined with the PPR rating,

are used to help guide compensation decisions.

The IC award is delivered in two separate elements, the immediate non-deferred award

(delivered partly in cash and partly in equity) and the deferred award (delivered partly in equity

and partly in cash that notionally tracks a money market instrument). More significant deferral

and instrument thresholds are in place for more senior staff.

Immediate Award: This is the portion of the IC that is delivered immediately following the date of

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communication of the award to the employee. This typically takes place during the first quarter

following the year to which the award relates.

Deferred Award: In order to reduce employee concentration in State Street stock that would

result from using equity instruments alone to deliver the entirety of the deferred award, in 2013

State Street introduced a new non-equity deferral vehicle, called the Deferred Value Award

(“DVA”).

DVAs notionally track the value of the SSGA Prime Money Market Fund and are delivered in

cash on the vesting date. The earnings credited to the DVAs vary based on the actual

performance of the SSGA Prime Money Market Fund; however, there is no ownership interest in

the Fund or any other actual investment. Earnings generally result in the credit of additional

notional units as the money market fund is managed to a $1.00 unit share price. Similar to

DSAs, DVAs may be adjusted between the award date and each vesting date through the ex-

post performance adjustment measures described below.

All deferred equity is awarded in the form of Deferred Stock Awards (DSAs). DSAs are

effectively a contractual right to receive, on each vesting date, a set number of shares in the

common stock of State Street Corporation. The number of shares to be delivered on each

vesting date is set at the award date, but may be adjusted between the award date and each

vesting date through the ex-post performance adjustment measures described below. Upon

vesting, all Deferred Equity is subject to a 6-month retention period during which the recipient is

prohibited from sale or other transfer of the Deferred Equity. DSAs vest on annual pro-rata basis

over four years following the award date.

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IC awards are delivered as follows:

For employees at the Senior Vice President level and above:

- 10% as immediate cash

- 90% deferred over 4 years

For employees at the Managing Director level:

- First $12,500 as immediate cash

- 10% of balance as immediate cash

- 90% of balance deferred over 4 years

For employees at the Vice President level:

- First $15,000 as immediate cash

- 10% of balance as immediate cash

- 90% of balance deferred over 4 years

For employees below VP level, IC awards are delivered 100% in immediate cash.

The relevant State Street entities operating in France have obtained the relevant shareholder

approvals to extend the default maximum ratio from 1x fixed compensation to 2x fixed

compensation and such has been notified to the Autorité de Contrôle Prudentiel et de

Résolution. This process of obtaining shareholder approval and notifying the Autorité de Contrôle

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Prudentiel et de Résolution was implemented for consistency with other CRD regulated groups.

However, in practice this restriction did not impact the compensation of any employees of State

Street Banque S.A. for the 2014 compensation year.

State Street’s pension policy is in line with the business strategy, objectives, values and long-

term interests of the bank and its shareholders. There are no discretionary one off pension

payments made on an individual basis of a variable nature that are not compliant with the

requirements of CRD.

Personal hedging strategies or any other form of insurance policy to limit risk alignment by

employees is prohibited.

Multi-year guarantees in the hiring process have been forbidden.

See table data for relevant quantitative information.

Material Risk Takers

Articles 2, 3 and 4

COMMISSION DELEGATED REGULATION

Without prejudice to the obligation imposed on the

competent authority to ensure that institutions comply with

the principles set out in Articles 92, 93 and 94 of Directive

2013/36/EU for all categories of staff whose professional

activities have a material impact on an institution's risk

profile pursuant to Article 92(2) of that Directive, staff who

meet any of the qualitative criteria set out in Article 3 of

this Regulation or any of the quantitative criteria in Article

We have identified MRTs under the European Banking Authority's (EBA's) Regulatory Technical

Standard (RTS) on expanded criteria by which to identify Material Risk Takers (MRTs). State

Street has taken a robust approach to identifying MRTs within its business, as set out below:

Governance

Various key bodies were involved with the process of identifying or approving State Street’s EU

Material Risk Takers. These key groups are as follows:

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(EU) No 604/2014

of 4 March 2014

4 of this Regulation shall be identified as having a material

impact on an institution's risk profile.

1) Final Approving Body – This body represented the ultimate approving governing body for the

MRT identification process. The Final Approving Body for the EUIS list is the ECC.

2) Decision Making Body (DMB) – The DMB is made up senior stakeholders of the control

functions within EMEA State Street. The members of the DMB are from the following functions:

Total Rewards/HR, Risk Compliance, Legal, Regulatory & Industry Affairs, Finance.

The DMB met on a regular basis with representatives from the PEG (see below) and Working

Group (see below) presenting updates on the progress of the identification exercise. The

responsibilities of the DMB were to:

Provide scope clarification & strategy

Coordinate resources and remove roadblocks

Provide feedback on progress and project deliverables

Approve final direction of work

3) Project Execution Group (PEG) – The PEG was made up of representatives from Total

Rewards and Project Management to drive the project forward. The responsibilities of the PEG

were to:

Provide overall project management

Drive the project forward

4) The Working Group worked closely with the PEG to support the identification process. The

members of the Group were identified by their support function leads from the DMB to provide

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their functional expertise to the project, provide strategic insight and to develop deliverables,

provide input or conduct analysis as was required in support of the identification exercise.

Functions represented were: Risk, Compliance, Legal, Finance, Total Rewards/HR.

During the course of the project the Working Group met on a weekly basis to update progress on

the EUIS identification process. Key milestones were set and information was presented to the

DMB at key points in order to obtain their approval for the strategic direction of the project and

key items of interpretation during the identification process.

External advisors were engaged by State Street to provide practical and operational guidance on

the implementation of the EUIS criteria and detailed insight to the regulatory implications of the

decisions that were taken. Separate external legal counsel was also engaged to undertake a

final review of the process and key decisions that were undertaken.

Remuneration valuation

Articles 5

COMMISSION DELEGATED REGULATION (EU) No 604/2014

of 4 March 2014

For the purposes of this Regulation, remuneration which

has been awarded but has not yet been paid shall be

valued as at the date of the award without taking into

account the application of the discount rate referred to in

Article 94(1)(g)(iii) of Directive 2013/36/EU or reductions

in payouts, whether through clawback, malus, or

otherwise. All amounts shall be calculated gross and on a

full-time equivalent basis.

See table data

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2014 REMUNERATION REPORT

STATE STREET BANQUE SA 19

Information on Compensation Granted for Financial Year 2014

The information below is presented in accordance with the requirements of the template provided in the Norme Professionnelle FBF of March 8th,,

2011. Note certain individuals were identified as a Material Risk Taker in respect of the role held for part of 2014 only. However, full year

remuneration has been included for completeness.

Senior Management

Members of staff whose actions have a material impact on the risk profile of the institution

Compensation paid for the financial year

Number of beneficiaries 8 12

Total Compensation (Euro k) 6,885 1,933

Total Fixed Remuneration (Euro k) 3,604 1,332

Total Variable Remuneration (Euro k): 3,281 600

of which cash 103 185

of which shares 183 149

of which share-linked instruments 1,338 267

of which other 1,658 0

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2014 REMUNERATION REPORT

STATE STREET BANQUE SA 20

Total 2014 Sign-On Payments (Euro k) 0 0

Total 2014 Severance Payments (Euro k) 0 0

Total 2014 Guaranteed Severance Payments (Euro k) 0 0

Highest Guarantee Paid (Euro k) 0 0

Outstanding Deferred Remuneration

of which vested 0 0

of which unvested 10,918 1,166

Deferred Remuneration

of which awarded 4,774 504

of which paid out 1,066 95

of which reduced through performance adjustments 0 0

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2014 REMUNERATION REPORT

STATE STREET BANQUE SA 21

Number of individuals being remunerated in the ranges of

Band 1:

above 1,0 million not exceeding 5,0 million 3

above 1,0 million not exceeding 1,5 million 3

above 1,5 million not exceeding 2,0 million 0

above 2,0 million not exceeding 2,5 million 0

above 2,5 million not exceeding 3,0 million 0

above 3,0 million not exceeding 3,5 million 0

above 3,5 million not exceeding 4 million 0

above 4,0 million not exceeding 4,5 million 0

above 4,5 million not exceeding 5,0 million 0

Band 2:

above 5,0 million not exceeding 6,0 million 0