CORPORATE GOVERNANCE
Policy on external non-executive director appointment Executive directors may , at the discretion and upon approval of the board , accept appointments as non-executive directors in external companies .
Service Contracts Executive directors who joined the group from 2019 have been appointed on the basis of evergreen time contracts . The status quo will be maintained for current employees .
Position Chief Executive Officer
Chief Financial Officer
Contract
A three-year fixed contract expiring 31 / 07 / 2022 A three-year fixed contract expiring 31 / 01 / 2023
SUMMARY OF REMCO ACTIVITIES
The subject of remuneration features high on the corporate governance agenda , amongst top issues such as strategy , risk and compliance management , financial performance , operational efficiencies and talent and leadership succession . Key matters relating to remuneration are reward and performance alignment , wage gaps and income differentials . Remco has these issues on its radar and evaluates them on an ongoing basis .
Remco considered the following and approved or accordingly recommended it to the board for approval :
� The committee reviewed and approved the remuneration philosophy , policy , strategy and practices and is satisfied that the remuneration framework is appropriate for the achievement of organisational objectives of attracting and retaining the best talent and motivating performance and desired behaviour . No changes were made to the short and long-term incentive schemes ;
� The committee reviewed the salaries of executive directors and all staff and recommended broad mandates for general salary and wage increases for approval by the board ;
� The committee considered the payment of short-term incentives based on the rules of the scheme , the achievement of set objectives and was satisfied that rules are being complied with and with the accuracy of the performance measures and incentive amounts to be paid ;
� The committee approved long-term incentive awards , as well as the payment of vesting incentives in line with the retention and performance conditions as set out in the rules of the LTI-scheme ;
� The committee approved participants in the equity-based longterm incentive scheme as well as the number of shares allocated to each participant ;
� The committee reviewed and approved the succession plans for senior management , including emergency cover , continuity plans and development plans for current as well as potential successors and took note of the overall organisational succession plans ;
� The committee reviewed the group ’ s performance with regards to employment equity in line with the approved talent diversification and employment equity strategy and plan , as well as compliance with the Employment Equity Act ;
� The committee reviewed the contracts of both the chief executive officer and chief financial officer in 2019 and 2020 respectively . Both contracts were renewed by the board for a term of three years , as indicated above . The contract for the chief financial officer will be reviewed at the next Remco meeting .
Matters which were considered during the year under review and changed with a view to the future :
� External review of the remuneration of the executive directors , including the appropriateness of the comparator group and the basis applied for benchmarking purposes ;
� External review of the remuneration of the non-executive directors , including the appropriateness of the comparator groups and the basis applied for benchmarking purposes ;
� Review of incentives for alignment with the integrated service model for individuals , teams and business divisions , as well as recognition for exceptional performance .
LOOKING FORWARD
The committee continues to believe that the remuneration policy supports the strategic imperatives of the group . The committee welcomes the transparency required by the King IV report and the committee endeavours to meet the requirements via this remuneration report .
SENWES INTEGRATED REPORT 2020
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