GOVERNANCE > Remuneration and Nominations Committee
NG Brimacombe (Chairman – Remco)
GM Pattison (Chairman – Nomco)
The remuneration committee met once during the period under review and convenes additional meetings as necessary.
At the date of reporting, the committee comprised of three independent non-executive directors and one non-executive director. Mr GM Pattison resigned as a member of the committee on the 29 January 2018. The CEO attends portions of these meetings by invitation. He does not have a vote, nor does he participate in discussion regarding his remuneration. External remuneration specialist companies are requested to present to the remuneration committee as required.
Details of directors’ fees and remuneration are fully disclosed in the financial statements. In addition, the proposed fees to be paid to non-executive directors for approval by shareholders by way of a special resolution are set out in the notice of the annual general meeting.
Non-executive directors only receive remuneration that is due to them as members of the board. Directors serving as members on board committees receive additional remuneration. Remuneration of executive directors in their capacities as executive members of the management team, as approved by the committee, is fully disclosed in the consolidated financial statements. The committee invites executives and senior managers of the group to attend meetings when needed in order to perform its mandate.
The nominations committee met once during the period under review and convenes additional meetings as necessary.