Page 43 - Sundance Resources 2014 Annual Report

SUNDANCE RESOURCES LIMITED ANNUAL REPORT 2014 41
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2014
12.3 Remuneration Policy
The Board has adopted a Remuneration Policy to ensure that its remuneration practices enable the Company to:
• Provide reasonable remuneration to employees for the services they provide to the Company;
• Attract and retain employees with the skills required to effectively manage the operations and growth of the business;
• Motivate employees to perform in the best interests of the Company and its stakeholders;
• Provide an appropriate level of transparency and meet all ASX and ASIC requirements; and
• Ensure a level of equity, consistency and transparency across the Company.
The NRC is responsible for reviewing and making recommendations to the Board on remuneration arrangements
within the Company. The NRC assesses the appropriateness of the nature and amount of emoluments of KMP
on an annual basis.
The Remuneration Policy can be found on the Company Website and is reviewed annually.
Non-Executive Directors
The overall level of annual Non-Executive Director fees is approved by shareholders in accordance with the
requirements of the Company’s Constitution and the Corporations Act. The Board decides on actual fees to be
received by individual Directors within the quantum approved by shareholders. In accordance with the resolution
passed at the Company’s annual general meeting on 24 November 2010, the maximum aggregate Directors’
fees payable to all of the Company’s Non-Executive Directors remains fixed at $1,000,000 per annum (this fee
pool includes superannuation entitlements).
In setting the fees, the Board has regard to the rates payable by ASX listed entities of similar size, Director skills
and expertise, the circumstances of the Company and the actual and expected workloads of the Directors.
Non-Executive Directors are remunerated by way of fees paid; including fees paid in recognition of acting as
Chair on Board committees, superannuation and, in certain circumstances, by way of shareholder approved
equity issues. Issues of equity to Non-Executive Directors will only occur where the Board believes it is in
the best interests of the Company to do so, in particular where such issues may reduce the amount of cash
remuneration otherwise required to be paid to attract the appropriate calibre of Directors, or in recognition of
exceptional workload or circumstances.
Employees (including executive KMP)
The Company aims to align remuneration, including executive KMP, with that of other comparable ASX listed
entities for roles at all levels of the Company. Remuneration comprises both fixed remuneration and performance
based (at risk) remuneration.
The proportion of an employee’s total remuneration that is at risk increases with the seniority of the role and with
the individual’s ability to impact the performance of the Company. At risk elements of total remuneration for KMP
may comprise both short term incentives as a reward for achievement of specific objectives during the calendar
year and long term incentives that align medium and long term shareholder interests.
Fixed Remuneration (base salary and superannuation)
Fixed remuneration is set having regard to the levels paid in comparable ASX listed entities at the time of
recruitment, Company position and performance and the individual’s experience or specialist skills and market
demand for particular roles. Taking into account these elements, typically the Company will broadly aim to pay
between the 50th and 75th percentile of comparable market data. Consideration is given to the overall total
remuneration package of the employee when setting the remuneration package.
A review of fixed salary is conducted on an annual basis. Any increases in fixed salary are based on market
movements, growth in role, Company position and performance (including capacity to pay), remuneration history
and individual performance.
Performance Based (at Risk) Remuneration
In addition to fixed remuneration employees may be entitled to performance based remuneration which is paid to
reward achievement of corporate and individual objectives. The level at which performance based remuneration
is set is based on independent market surveys and analysis supported by information gathered from a number
of consulting organisations about other ASX listed entities of similar size, nature and industry.