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Aeris Annual Report 2022

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The Directors are pleased to present your Company’s <strong>2022</strong> Remuneration<br />

<strong>Report</strong> which sets out remuneration information for <strong>Aeris</strong> Resources<br />

Limited’s Non-executive Directors, Executive Directors and other<br />

Key Management Personnel (“KMP”).<br />

PERSONS ADDRESSED AND SCOPE<br />

OF THE REMUNERATION REPORT<br />

KMP are the Non-executive Directors, Executive Directors<br />

and senior executive employees who have authority and<br />

responsibility for planning, directing and controlling the<br />

activities of the Company. KMP of the Company during the<br />

year ended 30 June <strong>2022</strong> and any changes that occurred<br />

during the year are set out below:<br />

NAME<br />

POSITION<br />

Non-executive Directors<br />

• Maintains fair, consistent and equitable remuneration<br />

practices in alignment with the company values and<br />

vision whilst remaining competitive with the market<br />

to attract the best potential candidates;<br />

• Retains executives through the cyclical nature of<br />

commodity prices and different development stages<br />

of assets; and<br />

• Allows flexibility in remuneration structure to adjust<br />

to changing economic conditions to ensure that<br />

executive remuneration is linked to the creation<br />

of shareholder value.<br />

Mr Michele Muscillo<br />

Mr Colin Moorhead<br />

Ms Sylvia Wiggins<br />

Mr Alastair Morrison<br />

Executive Directors<br />

Mr Andre Labuschagne<br />

Non-executive Director<br />

Non-executive Director<br />

Non-executive Director<br />

(appointed 18 October 2021)<br />

Non-executive Director<br />

(resigned 25 November 2021)<br />

Executive Chairman<br />

TRANSPARENCY AND ENGAGEMENT<br />

To remain transparent and consistent with industry<br />

standards whilst maintaining fair and equitable<br />

remuneration practices, the Company seeks guidance in<br />

the governance of remuneration strategy from a variety<br />

of sources, including:<br />

• Shareholders;<br />

• External remuneration consultants;<br />

• Internal management.<br />

Other KMP<br />

Mr Robert Brainsbury Chief Financial Officer and<br />

Joint Company Secretary<br />

Mr Ian Sheppard<br />

Chief Operating Officer<br />

Ms Kim Franks<br />

Chief People Officer<br />

REMUNERATION GOVERNANCE<br />

The following outlines the aspects of remuneration<br />

governance relevant to KMP remuneration.<br />

REMUNERATION PRINCIPLES<br />

REMUNERATION COMMITTEE<br />

As the Board is comprised of four Directors,<br />

the Remuneration Committee considered<br />

the most effective approach to meeting was for<br />

the Chair of the Remuneration Committee to meet<br />

independently with the Executive Chair and members<br />

of the Remuneration Committee on an informal<br />

basis throughout the year, following which the Chair<br />

of the Remuneration Committee would report to the whole<br />

Board. Where required, the three other members<br />

of the board meet separately to discuss matters pertaining<br />

to the remuneration of the Executive Chairman.<br />

In establishing a reward framework that ensures executive<br />

rewards reflect achievement, with the aim of delivering<br />

long-term shareholder value, the Board ensures that<br />

the Company’s remuneration policy:<br />

• Recognises the calibre and skills of executives and<br />

ensures they are rewarded for superior performance;<br />

• Creates a strong link between performance and reward<br />

over the short and long term;<br />

ADVANCING AERIS<br />

59

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