PM-EX10.2_Zielinski Combined Document


        





Exhibit 10.2




PERSONAL AND CONFIDENTIAL


HAND DELIVERY




To: Miroslaw Zielinski                            Lausanne, April 1, 2012






Dear Miroslaw,


Further to your annual performance assessment and discussion with your supervisor, we are pleased to confirm that effective April 1, 2012, your gross base salary is being increased by 2.78%


from     CHF 900'003.-- p.a.*        CHF 69'231.-- p.m.*
to      CHF 925'002.-- p.a.*        CHF 71'154.-- p.m.*


Your new Position in Range as a result of this salary increase will be 20%.


It is agreed and understood that this letter will for all purposes be regarded as a continuation of your employment with Philip Morris International Management SA.


All other conditions relating to your employment Philip Morris International Management SA remain as stated in your employment contract and, if applicable, in any subsequent amendments.


We would like to take this opportunity to wish you continued success and satisfaction.




Yours sincerely,




PHILIP MORRIS INTERNATIONAL MANAGEMENT SA


/s/ NICOLA ARTINGSTALL RAVUSSIN


	
	
	Nicola Artingstall Ravussin

	Director Human Resources 
Business Partner Switzerland






	
	
	 




*p.a. = annual
*p.m. = monthly









Philip Morris International Management SA


AVENUE DE RHODANIE 50       *    1007 LAUSANNE      *  SWITZERLAND     *     TELEPHONE : +41 58 242 00 00           TELEFAX : +41 58 242 01 01


www.philipmorrisinternational.com






        









PRIVATE & CONFIDENTIAL
Mr Miroslaw Zielinski
c/o PMI GLOBAL SERVICES INC.


Lausanne, May 10, 2010








CONTRACT OF EMPLOYMENT
AMENDMENT


Dear Miroslaw,


We would like to confirm that your revised effective date of entry will be May 1, 2010, physically May 3, 2010 instead of April 1, 2010, as stated in your contract dated February 22, 2010.


All other terms and conditions of your contract remain unchanged.


Please be so kind as to sign the lower portion of this document and to return a copy to us to acknowledge your    agreement with the present amendment.


We look forward to your joining Philip Morris International Management SA in Lausanne.




	
		
	 
	Yours Sincerely,

	 
	PHILIP MORRIS INTERNATIONAL MANAGEMENT SA




    
        
	
		
	/s/ CAN KULLUKCU
	/s/ PETER PAUL ADRIAANSEN

	 
	 

	Can Kullukcu
Director Human Resources Business
Partner PMI Operation Center,
Brand Building & Sales
	Peter Paul Adriaansen
Director Human Resources Decision Support &
Buisness Partner Switzerland

	 
	 








	
				
	Read and approved:
	/s/ MIROSLAW ZIELINSKI
	Date:
	MAY 10, 2010

	 
	(Miroslaw Zielinski)
	 
	 











Philip Morris International Management SA


AVENUE DE RHODANIE 50       *    1007 LAUSANNE      *  SWITZERLAND     *     TELEPHONE : +41 58 242 00 00           TELEFAX : +41 58 242 01 01


www.philipmorrisinternational.com






        







PRIVATE & CONFIDENTIAL
Mr Miroslaw Zielinski
c/o PMI GLOBAL SERVICES INC.




Lausanne, February 22, 2010






Dear Miroslaw,
 
We are pleased to confirm your employment by Philip Morris International Management SA (hereafter referred to as the "Company") as President EEMA Region & PMI Duty Free, reporting to Mr Andre Calantzopoulos, Chief Operating Officer, and based in Lausanne, Switzerland. 


The terms and conditions of your employment will be as follows:
Effective Date 


This contract will be effective as of April 1, 2010 (the “Effective Date”).


For the purpose of benefits which are linked to seniority in the Company, but with the exception of Pension Fund affiliation, your initial entry date into Philip Morris International Inc . or its subsidiaries will be taken into account, i.e. September 1, 1991.
Annual base salary


Your gross annual base salary, to be paid in 13 instalments, will be Swiss Francs (CHF) 900’003.--, corresponding to your band, which is C. The salary includes your April 2010 merit increase.
Fidelity premium


For each completed year of service, the Company pays a cumulative bonus of CHF 150.-- on each anniversary of the Effective Date, up to a maximum of CHF 3'000.-- for 20 years of service.
Pension Fund 


In accordance with the Swiss Federal Pension Law (“LPP”), you will remain a member of the “Caisse de pensions Philip Morris en Suisse” (the “Pension Fund”), providing old age, disability, and survivor’s benefits. For further details, please refer to the Pension Fund regulations.


According to the current Pension Fund regulations, you will pay a contribution equivalent to 6% of your pensionable salary. This contribution will be deducted each month from your salary.



Philip Morris International Management SA


AVENUE DE RHODANIE 50      *    CASE POSTALE 1171    *  1001 LAUSANNE     *  SWITZERLAND     *     TELEPHONE : +41 58 242 00 00    TELEFAX : +41 58 242 01 01


















Swiss social security schemes (AVS/AI/APG/AC)


Contributions to the various Swiss Federal insurance schemes will be deducted from your compensation each month in accordance with the applicable Swiss laws.
Accident insurance


In accordance with Swiss Federal Insurance Law (LAA), you are automatically covered for accident in the event of occupational or non-occupational accidents. This cover is paid for by the Company.
Health insurance 


If you wish, you may join the Company group health insurance contract. Employees and their eligible dependents    (spouse and dependent children up to age 18 or up to age 25 if full-time students or apprentices) can enroll into this group health insurance scheme. The Company bears a substantial portion of the insurance premium cost. No           Company contributions will be paid if you choose to arrange an individual cover outside the group scheme.
Salary continuation in the event of sickness 


In accordance with the regulations of the Company’s insurer, 100% of the annual base salary is paid for up to 2 years from the first day you are unable to work. This cover is paid for by the Company.
Life insurance


In accordance with the regulations of the Company’s insurer and in coordination with the Pension Fund, you are          provided with an insurance cover in case of death and permanent disability paid for by the Company.
Office working hours 
The weekly basic work schedule is 40 hours spread over 5 days, from Monday to Friday based on a full time          occupational rate. You understand and agree that your annual base salary includes all compensation for time worked in excess of the basic work schedule, and that there will be no extra compensation for such work. For further details, please refer to the Human Resources Department. 
Tax assistance 


The Company will pay the fees of tax advisers approved by the Company on the occasions you are required to              complete a tax declaration in Switzerland.
Company Car 


You will be entitled to a company car in accordance with Company policy.
Vacation days 


Your vacation entitlement is 25 working days per calendar year. For the current year your entitlement will be                  calculated pro rata temporis.





Philip Morris International Management SA


AVENUE DE RHODANIE 50      *    CASE POSTALE 1171    *  1001 LAUSANNE     *  SWITZERLAND     *     TELEPHONE : +41 58 242 00 00    TELEFAX : +41 58 242 01 01


















Relocation expenses 


In accordance with Company policy, you will receive a relocation allowance amounting to CHF 71’364.-- to help                  defray the miscellaneous non-reimbursable costs associated with your relocation from New York, United States of America to Lausanne, Switzerland. This amount is derived by taking 1/12th of your annual base salary and grossing it up at a fixed standard rate to take account of tax liability on this allowance. This relocation allowance will be paid to      you with your first salary and consequently be subject to social security and tax deductions.


The Company will also pay for the travel costs associated with your relocation from New York, United States of                America to Lausanne, Switzerland, in accordance with the Company’s Business Travel policy.


With prior approval of the Human Resources Department, the Company will pay a remover selected by the Company to pack, transport, store if necessary, and unpack your household goods from New York, United States of America to Lausanne, Switzerland, in accordance with Company Policy. The Relocation Services Department will coordinate this with you.  Your move should take place within one year from the Effective Date. 
Temporary accommodation


In accordance with Company policy, temporary accommodation  will be provided to you for up to 60 days.
Taxability of benefits 


Certain benefits described above are subject to income tax and social security deductions. Please also take into            account that the tax and social security treatment of all benefits may change in the future according to Swiss law or Company policy. Details may be obtained from the HR Department.
Privacy policy and data protection


The Company is part of a multinational group of companies, which is active in developing the skills and careers of its employees. As part of the Company’s career and skills development program, information about your employee              status, personnel profile and similar matters may be transmitted to the Company's affiliates, whether in Switzerland or elsewhere. This information is treated confidentially and in accordance with Philip Morris International’s Policy on the Collection, Use and Protection of Personal Data. By signing this contract you will express your consent to such       transmittal. You retain the right at any time to withdraw your consent related to the transmittal of any such data as described above, provided that such withdrawal is addressed in writing to the Human Resources Department. For the purposes of this contract an “affiliate” of the Company means any company or other entity which controls or is              controlled by or under common control with the Company.
Confidential Information


Consistent with your obligations under Swiss law, you undertake not to disclose any Confidential Information, whether during or after your employment by the Company, and upon termination of your employment to return any                   Confidential Information in tangible or electronic form in your possession. For these purposes “Confidential            Information” means any trade secrets and other proprietary information pertaining to the Company or its affiliates,           which has not been made available to the general public by an authorized representative of the Company or its             affiliates, whether patentable or not, including for example any idea, formula, technique, invention, process, program, business, marketing and sales plans, financial, organizational and sales data, and similar information in line with all Company Records & Information Management (RIM) policies, procedures, and guidelines.





Philip Morris International Management SA


AVENUE DE RHODANIE 50      *    CASE POSTALE 1171    *  1001 LAUSANNE     *  SWITZERLAND     *     TELEPHONE : +41 58 242 00 00    TELEFAX : +41 58 242 01 01


















Company Property


Furthermore upon termination of your employment, you should return to the Company and/or its affiliates all paper           and electronic  files and documents, tapes, CD’s, and copies thereof and other items belonging to the Company and       its affiliates, irrespective of their source and origin, including Company corporate cards, telephone cards, keys,                access and identification cards, computers, and, if requested, will certify that this has been done to the best of your belief and that you also comply with all Company Records & Information Management (RIM) policies, procedures,              and guidelines before your departure.


The settlement of any outstanding expenses due to the Company, including, but not limited to any outstanding                 balance on the account of the corporate card issued in your name will be set-off with any payable sums.
Termination of employment 
This contract shall be terminated in accordance with Swiss law. 
Governing law, applicable policies and Jurisdiction


The validity, construction and performance of this Employment Agreement shall be governed by the laws of              Switzerland without regard to its conflict of law provisions and shall be subject to the exclusive jurisdiction of the      competent courts of the Canton de Vaud, Switzerland. The Policies and Procedures of the Company, Philip Morris International, as amended or newly issued from time to time, shall also apply.
Miscellaneous


The foregoing represents the basis of your employment with the Company. Please indicate your acceptance thereof     by signing and returning one copy of this contract to us.


Should you have any questions, feel free to contact Mr Frederic Patitucci, Vice President Human Resources EEMA      and Duty Free. 




We look forward to your joining Philip Morris International Management SA in Lausanne, and remain,




Yours sincerely,


PHILIP MORRIS INTERNATIONAL MANAGEMENT SA


	
		
	

/s/ ANDRE CALANTZOPOULOS
André Calantzopoulos
Chief Operating Officer
	

/s/ DANIELE REGORDA
Daniele Regorda
Senior Vice President Human Resources PMI

	 
	 






            
	
				
	Read and approved:
	/s/ MIROSLAW ZIELINSKI
	Date:
	April 1, 2010

	 
	(Miroslaw Zielinski)
	 
	 







Philip Morris International Management SA


AVENUE DE RHODANIE 50      *    CASE POSTALE 1171    *  1001 LAUSANNE     *  SWITZERLAND     *     TELEPHONE : +41 58 242 00 00    TELEFAX : +41 58 242 01 01