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Annual Report 2016 51

DIRECTORS’ REPORT

Directors' report

30 June 2016

(continued)

Remuneration report (continued)

2016 Executive remuneration (continued)

Variable remuneration - LTIs (continued)

Shares rights granted prior to 30 June 2014

Vesting of the share rights granted to executive KMP prior to 30 June 2014 is subject to a combination of the

Company’s shareholder return and return on equity. The performance rights will vest if, over the three year

measurement period, the following performance hurdles are achieved:

Shareholder return

The vesting of 75% of the share rights at the end of the third year will be based on measuring the actual shareholder

return over the three year period compared with the change in the S&P ASX 300 Metals and Mining Index (Index) over

that same period. The portion of share rights (75% of the total) that will vest based on the comparative shareholder

return will be:

Shareholder return

Level of vesting

100% of the Index

25%

Between 100% and 115% of the Index

Pro-rata straight line percentage

115% of the Index or greater

100%

Return on equity

The vesting of the remaining 25% of the share rights at the end of the third year will be based on the average return on

equity over the three year period compared with the average target return on equity as set by the Board for the same

period.

Return on equity (ROE) for each year will be calculated in accordance with the following formula:

ROE = Net profit after tax / Total shareholders’ equity

The target ROE will be set each year by the Board as part of the budget approval process for the following year. The

target ROE used in previous financial years was 10%. The portion of share rights (25% of the total) that will vest based

on the comparative return on equity will be:

Actual ROE

Level of vesting

100% of average target ROE

25%

Between 100% and 115% of average target ROE

Pro-rata straight line percentage

115% of average target ROE or greater

100%

Long term incentive - Non-executive directors

The PRP permits non-executive directors to be eligible employees and therefore to participate in the plan. It is not

currently intended that non-executive directors will be issued with share rights under the PRP and any such issue would

be subject to all necessary shareholder approvals.

Developments for FY17

FY16 has been a year of continued development for the Company. During this period the Committee has continued to

focus on the employee remuneration to ensure that the Company remains market competitive and can attract, motivate

and retain the diverse range of skilled people that are essential to achieve its strategic objectives and maximise the

alignment of employee performance and shareholder value.

Following a review of the Company’s Remuneration and Rewards policies a number of changes have been made which

will have effect from 1 July 2016. The completed changes will be reported in more detail in the 2017 Remuneration

Report, however a summary of the key elements has been provided below:

Independence Group NL

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