DIRECTORS’ REMUNERATION REPORT
for the year ended 31 December 2006
This report on remuneration and related matters covers issues which are the concern of the board as a whole in addition to those which were dealt
with by the Remuneration Committee.
REMUNERATION POLICY
The human resources and remuneration committee has a clearly defined mandate from the board aimed at:
- ensuring that the company’s chairman, directors and senior executives are fairly rewarded for their individual contributions to the group’s
overall performance;
- ensuring that the group’s remuneration strategies and packages, including the incentive schemes, are related to performance, are suitably
competitive and give due regard to the interests of the shareholders and the financial and commercial health of the group.
DIRECTORS’ SERVICE CONTRACTS
All executive directors’ service contracts are subject to six calendar months’ notice. Non-executive directors are not bound by service contracts.
There are no restraints of trade associated with the contracts.
SUMMARY OF REMUNERATION – For the year ended 31 December 2006
| |
Basic |
Directors’ |
Committee |
Performance |
Benefits and |
Retirement fund |
|
| Name |
salary |
fees |
fees |
bonuses |
allowances |
contributions |
Total |
| Executive directors |
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
|
| EJ Myburgh1 |
248 |
– |
– |
1 090 |
162 |
25 |
1 525 |
| VP Uren2 |
197 |
– |
– |
– |
22 |
18 |
237 |
| MW von Wielligh3 |
– |
– |
– |
– |
– |
– |
– |
| MJ Kilbride4 |
– |
– |
– |
– |
– |
– |
– |
| |
445 |
– |
– |
1 090 |
184 |
43 |
1 762 |
|
| Non-executive directors |
|
|
|
|
|
|
|
| PL Zim5 |
– |
240 |
– |
– |
– |
– |
240 |
| PM Baum6 |
– |
120 |
– |
– |
– |
– |
120 |
| GS Gouws6 |
– |
120 |
23 |
– |
– |
– |
143 |
| DD Mokgatle |
– |
120 |
11 |
– |
– |
– |
131 |
| N Moyo |
– |
120 |
11 |
– |
– |
– |
131 |
| AJ Morgan |
– |
120 |
– |
– |
– |
– |
120 |
| PB Matlare |
– |
120 |
– |
– |
– |
– |
120 |
|
| Subtotal |
– |
960 |
45 |
– |
– |
– |
1 005 |
|
| 1 |
Remuneration relates to the period from 1 November 2006 to 31 December 2006. |
| 2 |
Remuneration relates to the period from date of listing on the JSE (20 November 2006 to 31 December 2006). |
| 3 |
Resigned as executive director on 31 January 2006. |
| 4 |
Resigned as executive director on 9 February 2006. |
| 5 |
Non-executive director who was appointed as non-executive chairman of the board on 9 February 2006. |
| 6 |
Fees paid to their respective employers and not to the individuals. |
DIRECTORS’ INTEREST IN KUMBA IRON ORE SHARES
| At 31 December 2006 |
|
Beneficial |
|
| Executive director |
Direct |
|
Indirect |
|
| EJ Myburgh |
635 |
|
– |
|
Non-executive directors did not have any beneficial interest in the group.
There has been no change to the interest of directors in share capital since the year-end.
On 31 December 2006 no director had direct or indirect interests of more than 1% in the share capital of the company.
DIRECTORS’ SHARE OPTIONS AND RESTRICTED SHARE AWARDS
The following options and rights in shares in the company were outstanding in favour of directors of the company under the company’s share
option schemes:
MANAGEMENT SHARE OPTION SCHEME
For the year ended 31 December 2006
| |
|
|
|
Proceeds if |
gain if |
| |
Options |
|
|
exercisable |
exercisable |
| |
held at |
Exercise |
|
at 31 Dec |
at 31 Dec |
| |
31 Dec |
price |
Exercisable |
2006 |
2006 |
| Name |
2006 |
R |
period |
R |
R |
|
| Executive director |
|
|
|
|
|
| EJ Myburgh |
51 000 |
17,37 |
12/3/08 |
6 273 000 |
5 387 130 |
| |
26 730 |
22,04 |
11/1/09 |
3 287 790 |
2 698 661 |
| |
32 920 |
26,40 |
3/16/11 |
4 049 160 |
3 180 072 |
|
| Total |
110 650 |
|
|
13 609 950 |
11 265 863 |
|
|
