Compensation of corporate officers

In 1993, Claude Bébéar was one of the first business leaders in France to publicly disclose his compensation. This decision is indicative of the level of disclosure and visibility that AXA seeks to provide with respect to executive compensation.

Ongoing disclosure on corporate officers' compensation

In accordance with the AFEP/MEDEF Code, AXA discloses the corporate officers' compensation as soon as it is approved by the Board of Directors.

Equity grants of March 16, 2012.

Compensation approved by AXA's Board of Directors on February 15, 2012.

Compensation policy

The general principles of AXA's policy on the compensation of corporate officers and management teams are regularly presented to the Compensation & Human Resources Committee of the Board of Directors.

Board of Directors

The members of the Board of Directors receive fees for attending meetings. The annual amount of directors' fees are set by the General Shareholders' Meeting.

No fee shall however be paid to directors exercising in the Executive Management.

Executive Management

The compensation of the Executive Management members is approved by the Board of Directors on the basis of recommendations issued by the Compensation & Human Resources Committee.

Mr. Henri de Castries, Chairman & Chief Executive Officer, and Mr. Denis Duverne, Deputy Chief Executive Officer, renounced their employment contracts in accordance with the AFEP/MEDEF Code of corporate governance.

2010 figures

In 2010, AXA stock options were granted as follows: 8,028,795 subscription or purchase options at a weighted average price of €15.41 granted to 5,572 employees, representing 0.35% of the share capital as of December 31, 2010.

A new Performance Shares plan was launched on March 19, 2010 and 1,940,338 Performance Shares were initially granted to 1,777 beneficiaries in France. The 2-year acquisition period of this plan will end on March 19, 2012 and the acquired shares will be subject to a 2-year restriction period until March 19, 2014.

In 2011, based on 2010 membership and attendance, the Company paid director's fees for a gross amount of €1,166,666 to members of its Board of Directors.