| |
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| Remuneration Report |
| DIRECTORS' REMUNERATION |
| The table below provides an analysis of the emoluments paid to executive and non-executive directors of the
Company in 2007. |
| 2007 emoluments |
| Names of directors |
Salary and
benefits |
Retirement
benefits |
Bonuses |
Directors’
fees |
Committees |
Subtotal |
Gain on
share options
exercised |
Total
emoluments |
| Executive directors |
|
|
|
|
|
|
|
|
Mike Halhead
(retired 9 October 2007) |
1,750,852 |
172,393 |
1,207,462 |
— |
— |
3,130,707 |
11,139,742 |
14,270,449 |
Ralph Havenstein
(resigned 31 August 2007) 7 |
3,732,428 |
457,814 |
7,814,503 |
— |
— |
12,004,745 |
25,372,886 |
37,377,631 |
| Norman Mbazima |
3,289,325 |
475,786 |
1,638,591 |
— |
— |
5,403,702 |
— |
5,403,702 |
Robin Mills
(retired 30 September 2007) |
2,342,927 |
595,096 |
1,884,102 |
— |
— |
4,822,125 |
5,687,654 |
10,509,779 |
Abe Thebyane
(resigned 9 October 2007) |
1,564,731 |
233,459 |
1,088,342 |
— |
— |
2,886,532 |
8,791,148 |
11,677,680 |
Roeland van Kerckhoven
(retired 31 March 2007) 7 |
1,144,578 |
111,586 |
11,452,588 |
— |
— |
12,708,752 |
3,936,840 |
16,645,592 |
| Duncan Wanblad |
2,494,451 |
352,520 |
1,285,075 |
— |
— |
4,132,046 |
6,320,530 |
10,452,576 |
Sandy Wood
(resigned 9 October 2007) |
1,707,499 |
256,276 |
1,209,452 |
— |
— |
3,173,227 |
7,412,646 |
10,585,873 |
| Alternate directors |
|
|
|
|
|
|
|
|
Richard Pilkington
(resigned 23 February 2007) |
259,525 |
35,536 |
— |
— |
— |
295,061 |
— |
295,061 |
Chris Sheppard
(resigned 30 September 2007) |
1,560,093 |
193,260 |
1,015,512 |
— |
— |
2,768,865 |
4,248,168 |
7,017,033 |
| Non-executive directors |
|
|
|
|
|
|
|
|
Dave Barber
(resigned 31 March 2007) 1, 2, 6 |
|
|
|
32,500 |
30,000 |
62,500 |
|
62,500 |
| Philip Baum 2, 6 |
|
|
|
130,000 |
50,000 |
180,000 |
|
180,000 |
Colin Brayshaw
(retired 31 March 2007) 1, 2, 3, 4 |
|
|
|
32,500 |
65,000 |
97,500 |
|
97,500 |
Cynthia Carroll
(appointed 31 March 2007) 3, 6 |
|
|
|
97,500 |
25,000 |
122,500 |
|
122,500 |
| Richard Dunne 1, 2, 3, 4 |
|
|
|
130,000 |
225,000 |
355,000 |
|
355,000 |
David Hathorn
(resigned 14 February 2007) 6 |
|
|
|
15,888 |
|
15,888 |
|
15,888 |
| Bongani Khumalo 1, 2, 5 |
|
|
|
130,000 |
105,833 |
235,833 |
|
235,833 |
Russell John King
(appointed 27 July 2007) 4, 6 |
|
|
|
55,815 |
23,614 |
79,429 |
|
79,429 |
René Médori
(appointed 31 March 2007) 6 |
|
|
|
97,500 |
|
97,500 |
|
97,500 |
Bill Nairn
(retired 27 July 2007) 2, 5 |
|
|
|
74,185 |
77,038 |
151,223 |
|
151,223 |
Hixonia Nyasulu
(resigned 2 November 2007) 2 |
|
|
|
109,068 |
41,984 |
151,052 |
|
151,052 |
| Fred Phaswana 2, 3, 4 |
|
|
|
750,000 |
|
750,000 |
|
750,000 |
| Tony Redman 2, 5, 6 |
|
|
|
130,000 |
100,000 |
230,000 |
|
230,000 |
Tony Trahar
(retired 31 March 2007) 2, 3, 4, 6 |
|
|
|
32,500 |
38,750 |
71,250 |
|
71,250 |
| Tom Wixley 1, 2, 3, 4 |
|
|
|
215,000 |
300,000 |
515,000 |
|
515,000 |
| Alternate director |
|
|
|
|
|
|
|
|
John Williams
(resigned 25 May 2007) 1, 6 |
|
|
|
|
28,077 |
28,077 |
|
28,077 |
| Total |
19,846,409 |
2,883,726 |
28,595,627 |
2,032,456 |
1,110,296 |
54,468,514 |
72,909,614 |
127,378,128 |
|
| |
| The table below provides an analysis of the emoluments paid to executive and non-executive directors of the Company in 2006. |
| 2006 emoluments |
| Names of directors |
Salary and
benefits |
Retirement
benefits |
Bonuses |
Directors’
fees |
Committees |
Subtotal |
Gain on share options exercised |
Total
emoluments |
| Executive directors |
|
|
|
|
|
|
|
|
| Mike Halhead |
2,065,429 |
208,279 |
552,085 |
|
|
2,825,793 |
2,137,067 |
4,962,860 |
| Ralph Havenstein 5 |
3,892,658 |
921,082 |
2,198,562 |
|
|
7,012,302 |
14,794,471 |
21,806,773 |
Norman Mbazima
(Appointed 1 June 2006) |
1,898,290 |
291,924 |
|
|
|
2,190,214 |
|
2,190,214 |
| Robin Mills5 |
2,861,767 |
725,194 |
737,130 |
|
|
4,324,091 |
|
4,324,091 |
| Abe Thebyane5 |
1,882,739 |
286,507 |
429,151 |
|
|
2,598,397 |
|
2,598,397 |
| Roeland van Kerckhoven |
2,646,959 |
415,978 |
615,880 |
|
|
3,678,817 |
6,565,914 |
10,244,731 |
| Duncan Wanblad5 |
2,132,056 |
318,023 |
542,823 |
|
|
2,992,902 |
|
2,992,902 |
| Sandy Wood |
2,055,638 |
313,949 |
496,074 |
|
|
2,865,661 |
932,530 |
3,798,191 |
| Alternate directors |
|
|
|
|
|
|
|
|
| Richard Pilkington |
1,496,903 |
214,421 |
343,551 |
|
|
2,054,875 |
|
2,054,875 |
| Chris Sheppard |
1,887,243 |
171,768 |
410,636 |
|
|
2,469,647 |
5,333,642 |
7,803,289 |
| Non-executive directors |
|
|
|
|
|
|
|
|
| Dave Barber 1, 2, 6 |
|
|
|
120,000 |
95,000 |
215,000 |
|
215,000 |
Philip Baum 2, 6
(Appointed 15 May 2006) |
|
|
|
70,000 |
17,500 |
87,500 |
|
87,500 |
| Colin Brayshaw 1, 2, 3, 4 |
|
|
|
120,000 |
210,000 |
330,000 |
|
330,000 |
| Barry Davison 2, 3, 4, 6 (Retired 31 December 2006 and retired as chairman 6 November 2006) |
|
|
|
530,000 |
|
530,000 |
|
530,000 |
Richard Dunne 1, 2
(Appointed 1 July 2006) |
|
|
|
60,000 |
47,500 |
107,500 |
|
107,500 |
| David Hathorn 2, 6 |
|
|
|
120,000 |
13,750 |
133,750 |
|
133,750 |
Sam Jonah 2
(Resigned 5 December 2006) |
|
|
|
111,196 |
27,799 |
138,995 |
|
138,995 |
| Bongani Khumalo 1, 2, 5 |
|
|
|
120,000 |
125,000 |
245,000 |
|
245,000 |
| Bill Nairn 2, 5, 6 |
|
|
|
120,000 |
80,000 |
200,000 |
|
200,000 |
| Hixonia Nyasulu 2 |
|
|
|
120,000 |
30,000 |
150,000 |
|
150,000 |
| Fred Phaswana 2, 3, 4(Appointed non-executive director 31 August 2006, appointed non-executive chairman 6 November 2006) |
|
|
|
136,575 |
19,715 |
156,290 |
|
156,290 |
| Tony Redman2, 5, 6 |
|
|
|
120,000 |
60,000 |
180,000 |
|
180,000 |
| Tony Trahar2, 3, 4, 6 |
|
|
|
120,000 |
110,000 |
230,000 |
|
230,000 |
| Tom Wixley1, 2, 3, 4 |
|
|
|
198,000 |
235,000 |
433,000 |
|
433,000 |
Lazarus Zim2, 6
(Resigned 15 May 2006) |
|
|
|
50,000 |
11,250 |
61,250 |
|
61,250 |
| Alternate director |
|
|
|
|
|
|
|
|
John Williams1, 6
(Appointed 1 July 2006) |
|
|
|
|
32,500 |
32,500 |
|
32,500 |
Vincent Uren1, 6
(Resigned 1 July 2006) |
|
|
|
|
30,000 |
30,000 |
|
30,000 |
| Total |
22,819,682 |
3,867,125 |
6,325,892 |
2,115,771 |
1,145,014 |
36,273,484 |
29,763,624 |
66,037,108 |
|
| |
| Increase in directors’ fees |
| At the annual general meeting on 31 March 2008, members will be asked to pass ordinary resolutions approving the
following (as recommended by the Board): |
| • |
that the annual fees payable to non-executive directors of the Company be fixed at the rate of R130,000 each
per annum; |
| • |
that the annual fee payable to the deputy chairman of the Board be increased from R215,000 per annum to
R230,000 per annum; |
| • |
that the annual fee payable to the chairman of the Board be increased from R750,000 per annum to R800,000
per annum (inclusive of all Board and committee responsibilities); |
| • |
that the fees payable to non-executive directors for serving on the committees of the Board be increased as
follows: |
| |
| – |
Audit Committee: member's fee to increase from R70,000 per annum to R75,000 per annum; chairman's fee
to increase from R105,000 per annum to R110,000 per annum; |
| – |
Corporate Governance Committee: member's fee to increase from R50,000 per annum to R55,000 per
annum; chairman's fee to increase from R85,000 per annum to R90,000 per annum; |
| – |
Nomination Committee: member's fee to increase from R50,000 per annum to R55,000 per annum;
chairman's fee to increase from R85,000 per annum to R90,000 per annum; |
| – |
Remuneration Committee: member's fee to increase from R55,000 per annum to R60,000 per annum;
chairman's fee to increase from R95,000 per annum to R100,000 per annum; |
| – |
Safety & Sustainable Development Committee member's fee to increase from R50,000 per annum to R55,000
per annum; chairman's fee to increase from R85,000 per annum to R90,000 per annum; |
| – |
the increase in directors' fees is proposed for the purposes of remaining market competitive and attracting
and retaining non-executive directors of high calibre and with the skills required to meaningfully contribute to
the operation of the Board and its committees; and |
| – |
the Transformation Committee member's fee to be set at R55,000 per annum, chairman's fee at R90,000 per
annum. |
|
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| Non-executive directors do not participate in the Company’s annual bonus plan, share option schemes, or LTIP. |
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| Directors’ service contracts |
It is the Company's policy that the period of notice required for executive directors does not exceed 12 months. In
order to reflect their spread of responsibilities properly, all the executive directors have contracts with Anglo Platinum
Limited.
None of the non-executive directors has a contract of employment with the Company. Their appointments are made
in terms of the Company's articles of association and are confirmed initially at the first annual general meeting of
shareholders following their appointment, and thereafter at three-year intervals. |
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| SHARE INCENTIVE SCHEMES FOR EMPLOYEES AND OTHERS |
| A summary of shares subject to option in terms of the existing share option schemes is provided in annexure C. |
| |
| Approval |
This remuneration report has been approved by the Board of directors of Anglo Platinum.
Signed on behalf of the Board of directors. |
| |
 |
Tom Wixley
Deputy Chairman and Chairman of the Remuneration Committee |
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Johannesburg
7 February 2008 |
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