Page 41 - Sundance Resources 2014 Annual Report

SUNDANCE RESOURCES LIMITED ANNUAL REPORT 2014 39
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2014
12. Remuneration Report
The remuneration report, which forms part of the Directors’ report, sets out information about the remuneration of Key
Management Personnel (‘KMP’) of the Company for the financial year ended 30 June 2014.
Contents
Section What it covers
12.1 Nomination &
Remuneration Committee
The Nomination and Remuneration Committee,
composition and activities
12.2 Key Management
Personnel (KMP) details
Shows the individuals comprising the Key Management (KMP)
Personnel
12.3 Remuneration Policy Describes the key principles that underpin the Company’s remuneration strategy
and how the outcomes for KMP are determined, including the use of external
remuneration consultants
12.4 Relationship between
Remuneration Policy and
Company Performance
Describes the structure of at risk remuneration (Short and Long Term Incentive
plans) and explains how it relates to Company performance
12.5 Remuneration of KMP Details total remuneration for KMP in 2014 and 2013, calculated pursuant to
legislative and accounting requirements
12.6 Short Term Incentive
(‘STI’) Payments
Outlines the Key Performance Indicators (‘KPI’), assessment
process and outcomes of the 2013 STI payments
12.7 Long Term Incentives (‘LTI’)
and Share Based Payments
Outlines the terms, performance conditions, assessment, valuations of grants and
KMP interests in LTI Plans and other share based payments
12.8 Key terms of KMP
agreements
Summarises key service contract terms
12.9 KMP Share Holdings Lists the fully paid ordinary share holdings and net changes in those holdings
through the period
12.1 Nomination and Remuneration Committee, Composition and Activities
The Nomination and Remuneration Committee (‘NRC’) has been set up to assist the Board in nomination and remuneration
related matters. The members of the NRC throughout the year were:
• Mr Barry Eldridge (Chairman);
• Ms Fiona Harris; and
• Mr Andrew (Robin) Marshall.
Subsequent to year end, Mr Wal King was appointed NRC Chairman, Mr David Southam was appointed to the NRC and
Mr Barry Eldridge resigned from the NRC.
The NRC operates under a Board-approved charter. This includes responsibility for reviewing and reporting to the Board on
Executive remuneration policy and practices such as remuneration levels and incentive plans. It also includes recruitment,
retention, performance management, succession planning and termination policies and managing Board nomination,
including determining candidate criteria and addressing skills and experience requirements for Board position vacancies.
A copy of the charter is available under the Corporate Governance section of the Sundance website.
The annual review of the remuneration policy aims to ensure the remuneration framework successfully supports the future
needs of the Company and its stakeholders.
The fundamental objectives of the remuneration policy and practises are to attract and motivate executives to perform in the
best interests of the Company and its stakeholders.
Following the termination of the Scheme Implementation Agreement during 2013, retention of key staff was a high priority.
The Board acknowledged it was a critical period in which to ensure the protection of Intellectual Property and maintaining
existing relationships within regulatory environments. The NRC believes that this has been achieved without compromise to
the prudent cash management of the Company.
Performance indicators linked to at risk remuneration elements of executives’ pay have centred on funding arrangements,
project progress, government approvals and share price performance.