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ANNUAL REPORT 2006

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P L AT I N U M A U S T R A L I A A N N U A L R E P O R T 2 0 0 6<br />

DIRECTORS’ <strong>REPORT</strong><br />

The Company paid legal fees on normal commercial<br />

terms to Blakiston & Crabb, a legal firm of which Mr<br />

Blakiston, a director of the Company, is a partner. The<br />

amount paid by the Company for the year ended 30<br />

June <strong>2006</strong> to Blakiston and Crabb was $49,370 (2005:<br />

$72,822).<br />

During the year, an amount of $30,353 (2005:<br />

$22,154) was paid to a director related entity, Allchurch<br />

Communications, which is a business operated by<br />

the daughter of Mr Allchurch. This amount included,<br />

in addition to consultancy fees, reimbursement of<br />

associated costs such as graphic design and printing<br />

costs.<br />

C<br />

Service Agreements<br />

Remuneration and other terms of employment for the<br />

Managing Director are formalised in an employment<br />

contract with the Company pursuant to which he received<br />

a salary of $283,500 and statutory superannuation<br />

of $12,139. Options issued to Mr Lewins contain<br />

performance hurdles which must be achieved before<br />

they can be exercised, therefore enhanced corporate<br />

performance will return a financial benefit to Mr Lewins<br />

via those options. Performance hurdles are determined<br />

by the Board.<br />

Messrs Allchurch, Blakiston, Hughes, and Hansen<br />

receive fees in cash, the fees are fixed and approved<br />

by shareholders and are not related to the performance<br />

of the Company. The Company’s Constitution provides<br />

that directors may collectively be paid a fixed sum not<br />

exceeding the aggregate maximum per annum from<br />

time to time as determined by the Company. A director<br />

may be paid fees or other amounts as the directors<br />

determine where a director performs special duties or<br />

otherwise performs services outside the scope of the<br />

ordinary duties of a director.<br />

D Share-based Compensation<br />

Options are granted under the Company Employee<br />

Share Option Plan for no consideration. Options are<br />

granted for a five year period and entitlements to the<br />

options are vested as soon as performance conditions<br />

have been met. Options are exercisable in defined<br />

tranches with conditions attaching to each tranche to<br />

reflect the Company’s development strategy and align<br />

the interests of Directors and executives to those of<br />

shareholders.<br />

The amounts disclosed for emoluments relating to<br />

options are the assessed fair values at grant date of<br />

options granted to Directors and other executives,<br />

allocated equally over the period from grant date to<br />

expiry. Fair values at grant date are independently<br />

determined using the Binomial Tree Model method of<br />

valuation that takes into account the exercise price,<br />

the term of the option, the vesting and market related<br />

criteria, the impact of dilution, the non-tradeable nature<br />

of the option, the share price at grant date and the risk<br />

of the underlying share and the risk-free interest rate for<br />

the term of the option.<br />

Issue of Incentive Options<br />

There were no additional options issued to Directors for<br />

the year ended 30 June <strong>2006</strong>.<br />

Options granted to Mr Lewins prior to the year ended<br />

30 June <strong>2006</strong> as stated in last year’s Annual Report,<br />

included performance conditions which have now<br />

vested with the exception of milestone 3 below.<br />

• 1,000,000 Options at the time the Company achieves<br />

Milestone 1;<br />

• an additional 750,000 Options at the time the<br />

Company achieves Milestone 2; and<br />

• an additional 750,000 Options at the time the<br />

Company achieves Milestone 3.<br />

page 24

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