Merafe Resources Integrated Annual Report 2018

MERAFE RESOURCES INTEGRATED ANNUAL REPORT 2018 56 TRANSPARENCY AND ACCOUNTABILITY Remuneration report (continued) See the 2018 integrated online report and the annual financial statements for additional and supporting information. Performance conditions The performance conditions relating to share awards made prior to 2013 are capacity growth, assets under management, JSE SRI Index, JSE Small Capitalisation Index and Mining Index. The performance conditions relating to share awards made post 2013 is a single performance metric that requires Merafe’s TSR to be in a position amongst a group of companies over a three-year period. Share grant allocations were implemented based on the VWAP of the previous day's trading as follows: 2018 2017 % allocation of cost to Company Number of shares Vesting period % allocation of cost to Company Number of shares Vesting period Chief Executive Officer 50% 1 730 076 1 April 2021 1 April 2022 1 April 2023 50% 1 381 299 1 April 2020 1 April 2021 1 April 2022 Financial Director 35% 624 999 1 April 2021 1 April 2022 1 April 2023 35% 490 995 1 April 2020 1 April 2021 1 April 2022 Note: As per the policy, 70% and 60% of the grants are subject to performance conditions for the CEO and FD respectively, for both the 2017 and 2018 years. The 2018 allocation relates to the current Financial Director. The previous Financial Director forfeited all outstanding grants upon her resignation in 2018. Non-executive directors’ fees Non-executive directors’ fees approved for 2018. The fees for non-executive directors set out below are the fees approved by share holders at the 2018 AGM: 2018 R'000 Fees per annum 2018 Retainer 60% Monthly retainer fees Retainer per quarter Fees per attandance 40% Fees per attendance per meeting Board Chairperson 574 554 344 733 28 728 86 183 229 821 57 455 Member 281 537 168 922 14 077 42 231 112 615 28 154 Audit and Risk Committee Chairperson 203 182 121 909 10 159 30 477 81 273 20 318 Audit and Risk Committee member 127 410 76 446 6 371 19 112 50 964 12 741 Remuneration and Nomination Committee Chairperson 109 830 65 898 5 492 16 475 43 932 10 983 Remuneration and Nomination Committee Member 67 040 40 224 3 352 10 056 26 816 6 704 Social, Ethics and Transformation Committee Chairperson 109 830 65 898 5 492 16 475 43 932 10 983 Social, Ethics and Transformation Committee Member 67 040 40 224 3 352 10 056 26 816 6 704 Non-executive directors fees paid for 2018 2018 R'000 2017 R'000 C Molefe 838 651 A Mngomezulu 582 467 BN Majova 553 442 M Mosweu 303 289 K Nondumo* 224 430 S Blankfield 386 322 M Vuso 197 – Total 3 083 2 601 * Resigned during 2018.