DIRECTORS’ REPORT CONTINUED
Post-
employ-
Short term ment Share-based Other
Pro-Value of
Fixed Retire-portion of options
annual Super-Movement mentremuneras
a
remunerannuation
in accrued /termation
per-proportion
ation and STI Non-cash contri-LTI LTI leave entiination
Insurance formance of remunfees
bonuses benefits butions Options(a) Equity(b) tlements benefits premiums(c)
Total related eration
$ $ $ $ $ $ $ $ $ $
Directors cont.
Non-executive cont.
M Hellicar
2007 73,394 — — 6,606 — — — — — 80,000 — —
2006 65,367 — — 5,883 — — — — — 71,250 — —
JA O’Neill (appointed
14 December 2006)
2007 30,581 — — 2,752 — — — — — 33,333 — —
2006 — — — — — — — — — — — —
Executive
DC Seargeant
2007 962,314 675,000 — 12,686 43,140 75,662 43,499 — 15,056 1,827,357
43.4% 2.4%
2006 887,861 420,000 — 12,139 171,153 — 42,037 — 8,218 1,541,408
38.4% 11.1%
Executives — Company
GC Dean
2007 202,314 40,000 — 12,686 5,548 5,551 32,932 — 562 299,593 17.1%
1.9%
2006 187,861 24,012 — 12,139 22,010 — 23,353 — 1,066 270,441
17.0% 8.1%
MR Duff (j)
2007 229,543 — — 8,457 — 9,217 42,550 — 1,527 291,294
3.2% —
2006 — — — — — — — — — — — —
PW Horton
2007 344,314 67,034 — 12,686 5,498 9,217 32,291 — 4,377 475,417
17.2% 1.2%
2006 332,861 44,422 — 12,139 21,814 — (719) — 2,132 412,649
16.1% 5.3%
GC Lopez(e)
2007 76,078 56,090 — 3,171 5,498 — 6,777 79,250 574 227,438 27.1%
2.4%
2006 293,861 27,439 — 12,139 21,814 — (12,724) — 2,132 344,661
14.3% 6.3%
DA Tynan(f)
2007 133,875 57,341 — 5,286 5,498 — (2,905) 167,000 426 366,521
17.1% 1.5%
2006 310,361 37,344 — 12,139 21,814 — 1,496 — 2,132 385,286
15.4% 5.7%
Executives — Group
NC Arundel(i)
2007 144,439 — — 5,285 — 4,518 13,404 — 210 167,856
2.7% —
2006 — — — — — — — — — — — —
JA Collier(g)
2007 — — — — — — — — — — — —
2006 446,944 56,102 — 10,688 57,022 — (38,583) 170,481 937 703,591
16.1% 8.1%
HR Eberstaller
2007 224,932 102,000 — 12,318 5,498 3,770 30,038 — 834 379,390
29.3% 1.4%
2006 314,462 32,000 — 12,139 21,814 — (4,869) — 1,066 376,612
14.3% 5.8%
RD Entwistle(k)
2007 284,654 — — 8,457 — 12,058 26,723 — 315 332,207
3.6% —
2006 — — — — — — — — — — — —
PG Lonergan(h)
2007 329,483 141,264 — 9,515 5,498 — 27,589 121,692 2,161 637,202
23.0% 0.9%
2006 420,041 72,975 — 12,139 21,814 — (6,918) — 2,575 522,626
18.1% 4.2%
Total compensation – Group
2007 3,488,345 1,138,729 — 133,481 76,178 119,993 252,898 390,522 26,042
5,626,188
2006 3,661,616 714,294 — 133,685 359,255 — 3,073 215,700 20,258
5,107,881
Total compensation – Company
2007 2,504,837 895,465 — 97,906 65,182 99,647 155,144 268,830 22,522
4,109,533
2006 2,480,169 553,217 — 98,719 258,605 — 53,443 45,219 15,680
3,505,052
(a) Amounts disclosed above for remuneration relating to options have
been determined in line with the requirements of accounting standard AASB 2 “Share-based
Payment” and in
accordance with the guidelines issued by the Australian Securities and Investments
Commission. AASB 2 requires the options to be valued at the time they are granted
and then to
have that value apportioned in equal amounts over the period from grant date
to vesting date. A value has been placed on the options using a binomial option
pricing model. Factors
taken into account by the binomial option pricing model include the exercise
price, the term of the option, the current price and the expected price volatility
of the underlying share, the
expected dividend yield, the risk-free interest rate for the term of the option
and market conditions. It has also been assumed that all options will eventually
vest. Details of options on issue
are set out under options below and further details on the terms and conditions
of these options is set out in Note 29 to the Financial Report.
(b) Amounts disclosed above for remuneration relating to performance shares have
been determined in line with the requirements of accounting standard AASB 2 “Share-based
Payment”.
AASB 2 requires the measurement of the fair value of performance shares at the
grant rate and then to have that value apportioned in equal amounts over the
period from grant date to
vesting date. A value has been placed on the performance shares using a Monte
Carlo simulation model. Details of performance shares on issue are set out under “Performance
Shares”
below and further details on the terms and conditions of these performance shares
is set out in Note 29 to the Financial Report.
(c) Amounts disclosed for remuneration of directors and named executives exclude
insurance premiums paid by the Group in respect of directors’ and officers’ liability
insurance contracts
as the contracts do not specify premiums paid in respect of individual directors
and officers. Information relating to the insurance contracts is set out within
this report. The amounts
disclosed in the table above relate to premiums paid by the Company for group
salary continuance insurance.
(d) Retirement benefits represent benefits accrued during the year. Further information
is detailed in the section titled Directors’ Retirement Plan included in
the non-executive directors
remuneration and corporate governance sections of this report..
(e) GC Lopez ceased employment on 29 September 2006. The termination benefit
comprises an ex-gratia payment of $79,250.
(f) DA Tynan ceased employment on 30 November 2006. The termination benefit comprises
an ex-gratia payment of $167,000.
(g) JA Collier ceased employment on 17 May 2006. The termination benefit includes
an ex-gratia payment of $116,750, a pro-rata of the 2005/06 bonus payment of
$39,358 and the
value of the option expense to the date of vesting of $14,373.
(h) PG Lonergan ceased employment on 31 March 2007. The termination benefit comprises
an ex-gratia payment of $121,692.
(i) NC Arundel commenced employment with the Group on 29 January 2007.
(j) MR Duff was appointed to the position of Director Commercial on 1 November
2006.
(k) RD Entwistle commenced employment with the Group on 13 November 2006.
Analysis of STI bonuses included in remuneration
The bonus table below is calculated on an accruals basis and only includes
remuneration relating to the portion of the relevant
periods that each individual was a key management person. Details of the vesting
profile of the STI bonuses awarded as
remuneration to the Managing Director and each of the named executive officers
of the Company and the Group are below:
Included in
remuneration(a)
Awarded
in year
Not awarded
in year(b)
$ % %
Managing Director
DC Seargeant(c) 675,000 100% —%
Executives
NC Arundel(d) — —% —%
GC Dean 40,000 100% —%
MR Duff (e) — —% —%
HR Eberstaller 102,000 100% —%
RD Entwistle(f) — —% —%
PW Horton 67,034 97% 3%
Former executives
PG Lonergan(g) 141,264 82% 18%
GC Lopez(h) 56,090 92% 8%
DA Tynan(i) 57,341 89% 11%
(a) Amounts included in remuneration for the year represents the amounts that
were awarded in the year based on achievement of personal goals and satisfaction
of specified performance
criteria. No amounts vest in future years in respect of the STI bonus schemes
for the 2007 year.
(b) The amounts not awarded are due to the performance or service criteria
not being met in relation to the assessment period.
(c) The STI bonus includes an amount of $225,000 awarded as an additional bonus
payment for exceptional performance.
(d) NC Arundel commenced employment with the Group on 29 January 2007.
(e) MR Duff was appointed to the position of Director Commercial on 1 November
2006.
(f) RD Entwistle commenced employment with the Group on 13 November 2006.
(g) PG Lonergan ceased employment with the Group on 31 March 2007.
(h) GC Lopez ceased employment with the Group on 29 September 2006.
(i) DA Tynan ceased employment with the Group on 30 November 2006.
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