| REMUNERATION REPORT |
| |
|
The remuneration committee's main objective is to provide the board
with assurance that the employees, directors and senior executives of
the group are fairly rewarded for their individual contributions to the
group's performance. The group views the inclusion of share incentives
as an essential element in the remuneration package, as this promotes
an alignment of interests with shareowners and incentivises long-term
commitment. Share incentive schemes and fringe benefit policies are
regularly reviewed by the remuneration committee.
The remuneration strategy includes the determination of incentive pay
structures for directors and senior executives, for both the short and
long term, and the positioning of these levels in accordance with
trends in local and international markets. |
| |
| Non-executive directors |
Non-executive directors do not have service agreements. Letters of
appointment confirm the terms and conditions of their service.
Remuneration packages of non-executive directors are agreed and
determined by the remuneration committee. Directors fees are
structured so as to encourage maximum board and subcommittee
participation. Certain non-executive directors were paid additional fees
varying between US$11 250 and US$36 750 for the year, depending
on the time spent on certain activities of the group.
The following scale of fees for meeting attendance was in place for
the year: |
| • |
US$2 750 per meeting as a member of the Brait S.A. board |
| • |
US$3 150 per meeting as the chairman of the Brait S.A. board |
| • |
US$1 365 per meeting as a member of other board committees |
| • |
US$2 100 per meeting as the chairman of other board committees |
|
| |
For the 2007 financial year, a fee increase of 5% was recommended and approved by
the board. |
| |
| Executive directors and employees |
Service agreements entered into with executive directors are initially
fixed for a certain term and, thereafter, may be terminated by either
party giving requisite written notice to each other. The terms of
employment and remuneration packages are approved by the
remuneration committee. Executive directors are not permitted to
accept external remunerative work or board appointments without
approval of the Brait S.A. board.
Remuneration packages for executive directors and employees
comprise some or all of the following: |
| • |
Base salary and benefits |
| • |
Annual bonus |
| • |
Long-term equity and/or share incentive plans |
|
| |
| Base salary and benefits |
| Executive directors and employees are permitted to structure their base
salaries and benefits in terms of existing legislation in their
employment domicilium. Salary packages, including benefits, are
reviewed annually with reference to relevant geographical and industry
criteria as a benchmark. Benefits largely include provident fund, group
life, disability, medical aid and other benefits as dictated by competitive
market practices. |
| |
| Annual bonuses |
| Annual bonuses are closely linked to performance and pre-determined
targets on both formulaic and discretionary bases. |
| |
| Share equity and incentive schemes |
| A summary of the scheme rules and share entitlements outstanding
and granted to directors and employees of the group under the various
schemes are as follows: |
| |
| Page up |
| |
