(a)

basic fixed remuneration, which shall primarily reflect relevant professional experience and organisational responsibility as set out in a staff member’s job description as part of the terms of employment;

(b)

variable remuneration which shall reflect a sustainable and risk adjusted performance as well as performance in excess of that required to fulfil the staff member’s job description as part of the terms of employment.

(a)

variable remuneration is linked to the assessment of the performance of the issuer, the business unit and the individual staff member concerned, and, when assessing performance, financial and non-financial criteria, including the management of ESG risks and control over adverse ESG impacts, are taken into account;

(b)

existence of an effective risk adjustment mechanism to integrate all relevant types of current and future risks;

(c)

absence of guaranteed variable remuneration other than for new staff only for the first year of employment;

(d)

remuneration packages relating to compensation or buy out from contracts in previous employment are aligned with the long-term interests of the issuer;

(e)

payments relating to the early termination of an employment contract reflect performance achieved over time by the individual staff member and do not reward failure or misconduct;

(f)

fixed and variable components of total remuneration are appropriately balanced, and the fixed component represents a sufficiently high proportion of the total remuneration to allow the operation of fully flexible policies on variable remuneration components, including the possibility of reducing the variable remuneration to zero;

(g)

appropriate maximum ratios are set between the variable and the fixed component of the total remuneration, taking into account the business activities of the issuer and associated risks, as well as the impact that different categories of staff referred to in Article 5 have on the risk profile of the issuers or on the risk profile of the tokens they issue;

(h)

variable remuneration for staff in control function is predominantly linked to control objectives and that the ratio between the variable and the fixed components of total remuneration for staff in control functions is set significantly lower compared to the ratio applicable to the business units they control;

(i)

at least 50 % of the variable remuneration consists of any of the following instruments:

(j)

specific criteria are set for the application of malus and clawback on variable remuneration, which shall in particular cover situations where the staff member concerned:

(k)

at least 40 % of the variable remuneration awarded to identified staff is deferred for a period of at least 3 to 5 years, depending on the business cycle of the issuer, the nature of its business, its risks and the activities of the individual staff member concerned, except in the case of variable remuneration of a particularly high amount where the proportion of the variable remuneration deferred is at least 60 %;

(l)

the deferred portion of the variable remuneration referred to in point (k) does not vest sooner than 12 months after the start of the deferral period and does vest no faster than on a pro-rata basis;

(m)

no interest or dividend on instruments which have been awarded as variable remuneration under deferral arrangements is paid to identified staff for periods before the instrument has vested;

(n)

the variable remuneration is awarded and vests only if it is sustainable according to the financial situation of the issuer as a whole and justified on the basis of the performance of the issuer, of the business unit and of the staff member concerned;

(o)

no obligation is created to pay variable remuneration during the period when the issuer failed to meet prudential requirements set out in accordance with Article 67 of Regulation (EU) 2023/1114.