2012 Annual Report (2 April 2013) - Grange Resources

2012 ANNUAL REPORT
35
PAGE
Directors have been awarded options in the Company and the
Company does not have a specific option plan in relation to the
issue of options to Non-executive Directors. From time to time
the Company will also look at industry practice when determining
whether options should form part of the Non-executive Directors’
remuneration.
Executive Pay
Objective
The Group aims to reward executives with a level and
combination of remuneration commensurate with their position
and responsibilities within the Group so as to:
◆ ◆ reward executives for Group and individual performance
against targets set by reference to appropriate benchmarks;
◆ ◆ align the interests of executives with those of shareholders;
and
◆ ◆ ensure total remuneration is competitive by market standards.
Structure
In determining the level and components of executive
remuneration, the Remuneration and Nomination Committee
considers recommendations from senior executives which are
based upon the prevailing labour market conditions. In addition,
independent advice is sought by the Committee from external
consultants as needed in the form of reports detailing market
levels of remuneration for comparable executive roles.
Remuneration consists of the following key elements:
◆ ◆ Fixed remuneration (base salary, superannuation and nonmonetary
benefits)
◆ ◆ Variable remuneration
◆ ◆ short term incentive
◆ ◆ long term incentive
The proportion of fixed remuneration and variable remuneration
(potential short term and long term incentives) for each executive
is set out on page 38.
Fixed Remuneration
Objective
Fixed remuneration is reviewed annually by the Remuneration
and Nomination Committee. The process consists of a review
of Group and individual performance, relevant comparative
remuneration externally and internally and, where appropriate,
external advice on policies and practices. As noted above, the
Remuneration and Nomination Committee has access to external
consultants’ advice independent of management.
Structure
Executives are given the opportunity to receive their fixed (primary)
remuneration in a variety of forms including cash and fringe
benefits. It is intended that the manner of payment chosen is
optimal for the recipient without creating any undue cost for the
Group.
Variable Remuneration – Short Term Incentive (“STI”)
Objective
The objective of the STI is to link the achievement of the
Company’s annual operational targets (usually reflected in the
approved budgets) and an individual’s personal targets with
the remuneration received by the staff members responsible for
meeting those targets. Payments are made as a cash incentive
payable after the financial statements have been audited and
released to the Australian Securities Exchange (“ASX”). 50% of
the STI for an employee relates to the achievement of company
performance goals and 50% relates to the attainment of agreed
personal performance goals.
Variable Remuneration - Long Term Incentive (“LTI”)
- Rights and Options
Objective
a) Rights to Grange Shares
The Board will review regularly and reserves the right to vary
from time to time the appropriate hurdles and vesting periods for
Rights to Grange shares.
The objective for the issue of Rights under the LTI program is to
reward selected senior employees in a manner that aligns this
element of their remuneration package with the creation of long
term shareholder wealth while at the same time securing the
employee’s tenure with the Company over the longer term. The
LTI grants Rights to the Company’s shares to selected senior
employees. Rights awarded for performance leading up to and
inclusive of 31 December 2012 currently vest in three equal
tranches over 24 months.
For the year ending 31 December 2012, 50% of the LTI for an
employee relates to company performance goals and 50% relates
to personal performance goals. Rights are allocated using a share
price that is based on the volume weighted average price of the
Company’s shares. For the year ended 31 December 2012 the
share price is based on the volume weighted average price of the
Company’s shares for the first two months of the performance
period (i.e. the volume weighted average price of the Company’s
shares from 1 January 2012 to 29 February 2012 will be used).