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NOTE 14
RELATED PARTY TRANSACTIONS

The Group’s directors and executive officers are considered related parties.

TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL Directors and executive officers of TANDBERG and their immediate relatives control 1.05% percent of the shares of TANDBERG asa.

Compensation, shareholdings and loans to executive officers were in 2005 as follows:





 
Total benefit from share options exercised by executive officers, listed in the table on page 36, amounted to USD 1,322,887 in 2005.

The CEO has an agreement for compensation amounting to 12 months salary in the case of termination of the employee contract.

The former CEO, Andrew Miller resigned on 16 December 2005. Salary and bonus for 2005 amounted to USD 1,500,000. Upon his resignation he received USD 1,000,000, which was off-set against the loan he was granted in 2003. In addition, he receives USD 50,000 per month in consulting fees from TANDBERG for a period of 6 months in 2006. Mr. Miller also had reported benefits from exercises of share-options of USD 2,376,243 in 2005.

The Vice President for the Americas Operations, Thomas B. Johnston resigned effective 31 December 2005. Mr Johnston received a total compensation of USD 438,000 in 2005. He will receive USD 290,000 in severance payments during 2006.

The Board of Directors received the following remuneration for 2005:





 
In addition, Jan Chr. Opsahl and Amund Skarholdt received NOK 20,000 each for committee work. The Chairman of the Board has a defined contribution pension plan. In accordance with the plan he is entitled to receive annual payments of NOK 728,616 from April 2009 until April 2024.

GROUP ENTITIES The Group’s ultimate parent company is TANDBERG asa. The consolidated financial statements include the financial statements of TANDBERG asa and the subsidiaries listed in the following table:




Transfer prices between subsidiaries are set on an arms length basis in a manner similar to transactions with third parties.