Remuneration committee

The remuneration committee consists of two non-executive directors, Savannah Maziya, the chairperson, and Malcolm McCulloch. The committee met twice this financial year and members of the executive were invited to attend these meetings.

Responsibilities of the remuneration committee include:

  • Informally evaluating the performance of the executive directors;
  • Determining the remuneration packages and conditions of employment of the group executive directors;
  • Review of the group’s retirement funding policies;
  • Ratifying allocations in terms of the group’s share schemes;
  • Reviewing the annual bonuses;
  • Recommending the appointment of new directors through a formal and transparent procedure;
  • Maintaining a long-term succession plan and making recommendations to the board on the appointment of executive and non-executive directors; and
  • Approving the remuneration report for inclusion in the annual report subject to a non-binding advisory vote by shareholders at the annual general meeting.

The group’s philosophy is to remunerate its directors, executives and staff by paying them competitively structured packages.

In addition to paying annual bonuses based on both individual and group performance, the group offers share incentive schemes to senior management and to staff who the group has identified as future leaders.

Next year the performance of the board and the individual directors will involve self-evaluation questionnaires including some of the following criteria:

  • Strategic thought and specific skills, knowledge and experience brought to the board;
  • The directors understanding of the terms of reference of the respective charters; and
  • The ability to understand the business and apply objectivity, independence and judgment when required.

The fees payable to the non-executive directors for 2010 remain in place for the next year with the exception of the audit committee chairperson, whose fee has been increased in light of the additional responsibilities set out in the King III Report.

The fee for the audit chairperson was increased to R180 000 per annum (2009: R100 000 per annum) effective 1 January 2010 for further approval by the shareholders at the AGM.