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Print Data Matrix in Software PART TWO Elements of the Solution

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Delves: Do you use stock options at all Fiedler: We do use stock options for middle management and for other uses at the very top of the house but really very lightly. Probably we will not use them as accounting standards change. Delves: Tell me more about the MIP and how it works. Fiedler: MIP is really a modified EVA (economic value added) program. Pure EVA does not work in our business. Our program, importantly, covers a three-year period and not just a one-year period. The program also pays people for improvement in EVA. Thus it s a delta EVA program. Let s say a division has a positive EVA of $110 million while another division has a negative EVA of $78 million. But guess what If you re in the poor-performing division and you get your EVA from negative $78 million to negative $73 million, you make more money than the person in the better-performing division who gets EVA from positive $110 million to $112 million. Delves: Interestingly, the MIP program has a three-year life, instead of just a one-year target. Fiedler: Yes, that allows people to make long-term investments in their businesses without being penalized. For example if a division wants to invest $10 million, it is charged for $5 million in capital the first year, and then (an additional) $2.5 million the second year and $2.5 million the following year. You know what you re going to be charged, and you know your cash flow. Also because of the cyclical nature of our industry, the three-year program includes what I think is the most masterful thing. We have what we call the look-back. Let s say that you have a bad year and don t make what you re supposed to make. So if you were the CEO, you could have made a $500,000 bonus [but] instead you only made $200,000. The reason you didn t make it was the industry was in a downturn. I don t care how hard you work; there is no way you re going to make those goals. So do we give you a special exception Do we go to the board and cry We say, no way. That $300,000 doesn t go away; it doesn t evaporate. You have a chance to earn at least part of it back in the future. Delves: So if someone misses out on a bonus in one year, they have the next year to make it up. Fiedler: Exactly. And our people see this as fair. Not only that but they tend to say, I didn t get it this year but wait til you see next year!
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CHAPTER EIGHT Designing a Balanced Portfolio of Incentives
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Delves: Do you see any drawbacks to the three-year MIP plan Fiedler: There is one thing. We just hired a new senior executive. But it will take us three years to get him into the MIP program. We re loath to go back and reward him for the past when he wasn t here. On the other hand he wouldn t get the first payout for three years. So we are bridging that gap with stock options. We talked it over with the board. The board said, We don t care if we have to expense them. We re not going to give that up as a transition. That being said an executive coming into the company would rather be part of MIP because stock options are still stock options. They still are going to get rewarded at the wrong times and punished at the wrong times. Delves: Let s talk for a minute about the ESP program. This program for senior executives has an important competitive component. Fiedler: We have a peer group. This year there are 16 companies in it. Now for the next three years from 2003 through the end of 2005 we ll see how well we do versus that peer group. We re going to reward people stock and cash to pay the taxes on the stock based on that. The program kicks in around 40 percent, and 100 percent is the maximum bonus. It s skewed toward the top end. Delves: As part of the ESP, I understand that your top executives are required to own significant amounts of shares. Fiedler: I have to hold three years of total compensation as stock. We ve worked it up from salary to cash compensation and then to total compensation. Executive vice presidents have to hold two years, and vice presidents have to hold one year. To add another wrinkle to it, all of a sudden one of our executive vice presidents came to me and said, I m holding more BorgWarner stock than I m required to. I should really sell some for the good of my family. I said to him, I don t want you to sell it. How can I give you an incentive to keep it So we got together with the board. We have a program now that for all the stock he has beyond what he was required to have, we give him an option for more stock. Delves: Clearly the centerpiece of corporate incentive and rewards at BorgWarner is the MIP. Fiedler: We are getting very specific results and very measurable results from it. We re doing a lot better as result of the compensation program. Specifically we ve been measuring our return on assets and return on investment. We set specific targets that we knew we needed
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