Westgold Resources Limited Annual Report 2021

32 Westgold Resources Limited Annual Report 2021 for the year ended 30 June 2021 FINANCIAL REPORT REMUNERATION REPORT (AUDITED) 2. REMUNERATION AND NOMINATION COMMITTEE RESPONSIBILITIES Remuneration and nomination committee duties The remuneration and nomination committee is a subcommittee of the Board and are chartered to: – Oversee formulation and review of the Company’s organisational development, succession planning for the Group’s Executive Directors and senior executives; – Approve, review and refer to the Board matters relating to the appointment and the removal of executives who report directly to the Managing Director and or Executive Director to ensure that an appropriate Board succession plan is in place; – Ensure that the performance of the Board and its members is regularly reviewed; and – Assist the Chairman in advising Directors about their performance and possible retirement. Remuneration report at FY2020 AGM The FY2020 remuneration report received positive shareholder support at the FY2020 AGM with a vote of 98% in favour. Director succession planning The Remuneration and Nomination Committee continually considers the changing needs of the Group with the aim to maintain consistent governance over all activities. During the financial year, Westgold appointed GR Davison as an Independent Non-Executive Director on 1 June 2021. The Company has further re-aligned the structure of the Board with the transition of PG Cook to Non-Executive Chairman and the appointment of WC Bramwell as Executive Director. These changes were effective 1 August 2021. The current Board structure is as follows: Name Position PG Cook Non-Executive Chairman WC Bramwell Executive Director FJ Van Maanen Independent Non-Executive Director PB Schwann Independent Non-Executive Director GR Davison Independent Non-Executive Director 3. REMUNERATION GOVERNANCE The Remuneration and Nomination Committee makes recommendations to the Board on: – Non-Executive Director fees; – Executive remuneration (Directors and senior executives); and – The executive remuneration framework and incentive plan policies. The Remuneration and Nomination Committee assess the appropriateness of the nature and amount of remuneration of Non-Executive Directors and executives on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of high performing Directors and executive team. The composition of the Remuneration and Nomination Committee is set out on page 30 of this financial report. Use of remuneration advisors The Remuneration and Nomination Committee did not engage any remuneration advisors during the current year. Recommendations applied A short-term incentive (STI) policy that has the objective of linking executive remuneration with the achievement of the Group’s key operational and financial targets. The STI will be an annual “at risk” component of remuneration for executives that is payable in cash based on performance against key performance indicators (refer to section 4).