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DIRECTORS’ REPORT

82 Independence Group NL

Directors' report

30 June 2015

Remuneration report (continued)

(c) Elements of remuneration (continued)

(iii)

Long-term incentives (continued)

Return on equity (continued)

Actual ROE

Level of vesting

100% of average target ROE

25%

Between 100% and 115% of average target ROE

Pro-rata straight line percentage

115% of average target ROE or greater

100%

Long term incentive - Non-executive directors

The PRP permits non-executive directors to be eligible employees and therefore to participate in the plan. It is not

currently intended that non-executive directors will be issued with performance rights under the PRP and any such issue

would be subject to all necessary shareholder approvals.

Share trading policy

The trading of shares issued to participants under the PRP is subject to, and conditional upon, compliance with the

Company’s employee share trading policy.

(d) Link between remuneration and performance

Statutory performance indicators

The Company aims to align its executive remuneration to the strategic and business objectives of the Group and the

creation of shareholder value. The table below shows measures of the Group's financial performance over the last five

years as required by the

Corporations Act 2001

. These measures are not necessarily consistent with the measures

used in determining the variable amounts of remuneration to be awarded to KMPs as other internal measures are used

to drive these results.

2015

2014

2013 2012**

2011*

Revenue ($millions)

495.3

399.1

225.9

216.6

163.6

Profit for the year attributable to owners of ($millions)

76.8

48.6

18.3 (285.3)

5.5

Share price at year end ($/share)

4.17

4.35

2.26

3.16

5.63

Dividends paid (cents/share)

11.0

7.0

5.0

2.0

4.0

* Includes results and performance of Jabiru Metals Limited from 4 April 2011.

** Includes after tax non-cash asset impairments of $288 million.

Independence Group NL

17