Ethics, Law & Governance · Corporate Governance

Paying for the Planet — Redesign the CEO Bonus at Lumière Materials

A four-round, advanced corporate-governance simulation set on the remuneration committee of Lumière Materials NV, a Brussels-listed (Euronext) building-materials and insulation maker with EUR 4.8B revenue, 14,000 staff and a 2030 decarbonization thesis institutional investors buy the stock for.

4 rounds Executive English, Español

Preview

About this simulation

A four-round, advanced corporate-governance simulation set on the remuneration committee of Lumière Materials NV, a Brussels-listed (Euronext) building-materials and insulation maker with EUR 4.8B revenue, 14,000 staff and a 2030 decarbonization thesis institutional investors buy the stock for.

Last month the say-on-pay vote scraped 68% support — a near-revolt — because the CEO's EUR 4.2M package (70% variable, ~EUR 2.94M under redesign) links pay almost entirely to financials with a token 5% ESG modifier proxy advisors called 'window-dressing'.

Two of the three largest holders (22% of shares) and both proxy advisors (ISS/Glass Lewis equivalents) will vote against the chair next AGM unless CEO pay is credibly tied to verifiable, CSRD-auditable climate targets — without making the package unwinnable and losing the CEO who drove the turnaround.

Chairing the committee you (1) diagnose why the policy failed — token ESG and weak pay-for-performance alignment, not disclosure alone; (2) set the financial-vs-ESG weighting (90/10, 80/20, 70/30, 60/40), split it across the annual bonus and the long-term incentive where climate targets belong, and choose standalone-weighted vs a modifier; (3) pick 2-3 ESG indicators (absolute Scope 1+2, carbon intensity, low-carbon revenue share, an SBTi-validated milestone, TRIR safety, diversity) and set the payout cap (150/175/200%), a financial gate, and malus/clawback; and (4) defend the policy to a coalition of the two large investors and a proxy advisor, deciding which CEO-retention and investor pushback to accommodate and projecting the AGM vote.

The math rewards material-but-verifiable ESG in the LTI with a cap, gate and clawback, and punishes the five classic errors — token ESG, soft over-weighting on unauditable metrics, easy intensity metrics while absolute emissions rise, no cap or gate, and chasing investors until the CEO walks.

Final KPIs track Investor Approval (say-on-pay %), Policy Credibility, CEO Retention and the EUR materiality of the ESG-linked variable pay.

Who it is for

An advanced simulation for participants used to working with the main frameworks and trade-offs of the subject, designed for executive education and experienced professionals.

How a session runs

  1. The instructor creates a session from the Eureka dashboard and invites the participants.
  2. Participants play 4 rounds. In each one they submit their decisions and the simulation calculates the results.
  3. The simulation can be run in English, Español.
  4. The instructor follows each participant's progress and results from the dashboard, and uses the class results for the debrief.

Decisions participants make

The decisions participants make during the simulation:

  • Why did the remuneration report fail at 68%?
  • What would make ESG-linked pay “credible” for this transition thesis?
  • How candidly does the committee name the misalignment instead of protecting the CEO? (%)
  • Set the financial-vs-ESG weighting of the variable package
  • Of the ESG weight, how much sits in the long-term incentive vs the annual bonus? (% in LTI)
  • Is ESG a standalone weighted component or a modifier on financial outcomes?
  • Choose the ESG indicators (select a small, verifiable set — primary metric)
  • Second indicator
  • Set the maximum payout cap (% of target)
  • Anti-gaming safeguards

What participants track

What participants follow on screen as the rounds go by:

  • Approval, Credibility & Retention Trajectory

Subjects covered

Designed for courses in Corporate Governance.

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