Merafe Resources Integrated Annual Report 2018

MERAFE RESOURCES INTEGRATED ANNUAL REPORT 2018 57 Non-executive directors' fees proposed for 2019 The 2019 proposed fees in accordance with the policy are set out below. A 6.5% increase is proposed from the previous year. This increase takes into account of the 2018 benchmarking exercise and inflation. 2019 Fees per annum 2018 Retainer 60% Monthly retainer fees Retainer per quarter Fees per attendance 40% Fees per attendance per meeting Board Chairperson 611 900 367 140 30 595 91 785 244 760 61 190 Member 299 837 179 902 14 992 44 976 119 935 29 984 Audit and Risk Committee Chairperson 216 388 129 833 10 819 32 458 86 555 21 639 Audit and Risk Committee member 135 692 81 415 6 785 20 354 54 277 13 569 Remuneration and Nomination Committee Chairperson 116 969 70 181 5 848 17 545 46 788 11 697 Remuneration and Nomination Committee Member 71 398 42 839 3 570 10 710 28 559 7 140 Social, Ethics and Transformation Committee Chairperson 116 969 70 182 5 848 17 545 46 788 11 697 Social, Ethics and Transformation Committee Member 71 398 42 839 3 570 10 710 28 559 7 140 Areas of focus for 2019 Key activities for the Committee in 2019 will be, inter alia, the approval of the remuneration and bonuses for executive directors and senior management. The Committee will also assess fees to be paid to non-executive directors. Focus will be placed on the key principles of King IV and the Company’s commitment to these principles. In addition, the Company will, if required, engage with shareholders to discuss issues of mutual concern. Compliance statement The Board and the Committee are committed to maintaining high standards of corporate governance and to support and apply the principles of good governance advocated by the South African Institute of Directors (IoDSA) and King IV. The Board and the Committee are of the view that the objectives stated in the Policy have been achieved for the period under review. The Board and the Committee are also satisfied that they have fulfilled their responsibilities in accordance with their terms of reference with regard to remuneration within the Company.