Remuneration Report (Audited) Key management personnel The remuneration report outlines the Director and executive remuneration arrangements of the Group in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report, key management personnel (KMP) of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any Director (whether executive or otherwise) of the Company. For the purposes of this report, the term “executive” encompasses the Chief Executive Officer, General Managers and the Chief Financial Officer & Company Secretary of the Group. Key management personnel during the year and at the date of this report (unless otherwise stated) are: Directors of the Company Chairman Mr Graham Ascough Non-Executive Chairman (appointed 29 November 2013) CEO & Managing Director Mr Malcolm Norris CEO & Managing Director (appointed 1 April 2014) Non-Executive Directors Mr Stephen Stroud Non-Executive Director (appointed 6 September 2017) Other key management personnel Mr Ray Robinson General Manager Studies & Technical Services (appointed 12 January 2015) Dr Bruce Rohrlach General Manager Geology (appointed 7 April 2015) Mr Gavin Leicht Chief Financial Officer & Company Secretary (appointed 20 April 2015) The remuneration report is set out under the following main headings: A Principles used to determine the nature and amount of remuneration B Details of remuneration C Executive contractual arrangements D Share-based compensation A Principles used to determine the nature and amount of remuneration The Group’s executive reward framework is designed to reward performance for the results delivered. The framework aligns executive reward with achievement of strategic objectives and the creation of value for shareholders, and seeks to conform to market best practice for delivery of rewards. The Board considers the following key criteria for good reward governance practices in determining executive rewards: – competitiveness and reasonableness – acceptability to shareholders – performance linkage/alignment of executive compensation – transparency – capital management. The Group has structured an executive remuneration framework that aims to be market competitive and complimentary to the reward strategy of the organisation. Alignment to shareholders’ interests: – focuses on exploration success and project development as the creation of shareholder value and returns – attracts and retains high calibre executives. Alignment to program participants’ interests: – rewards capability and experience – reflects competitive reward for contribution to growth in shareholder wealth – provides a clear structure for earning rewards – provides recognition for contribution. 21 Sunstone Metals Limited Annual Report 2023
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