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BLUE LABEL INTEGRATED ANNUAL REPORT 2015
REMUNERATION REPORT
The Board has delegated to the Remuneration and
Nomination Committee the responsibility to
determine the remuneration of the Executive
Directors and Senior Managers, as well as to
approve the allocation of shares under the Group’s
Forfeitable Share Scheme. The RNC also fulfils the
functions of the Nomination Committee.
Following the resignation of Mr NN Lazarus SC
as Chairman of the RNC on 27 January 2015,
Mr GD Harlow was appointed Chairman to the
RNC. Mr LM Nestadt continues to chair the
Nomination Agenda at meetings of the Committee.
Mr JS Mthimunye was appointed as a member of
the Committee during February 2015.
The RNC consists of three independent non-
executive directors, namely Messrs LM Nestadt,
GD Harlow and JS Mthimunye. The Joint CEOs and
the Financial Director attend meetings of the RNC
by invitation, but do not vote on decisions. The
chairpersons of the RNC report to the Board on its
deliberations and decisions.
In respect of the annual salary review of staff, the
Group Head of Human Resources presents
recommendations for the RNC’s consideration. The
RNC makes its own proposals regarding the fee
structure for non-executive directors and the fees
payable to members of Board committees for
consideration by the Board and ultimately, for
approval by shareholders.
PHILOSOPHY
The Group’s Remuneration Philosophy is to strive to
reward employees in a fair and equitable manner
and to ensure a culture of high performance
through employees who are motivated, engaged
and who subscribe to the principle of achieving a
balance between shareholder interests and
appropriate remuneration packages. The
Remuneration Policy is formulated to attract, retain
and motivate top-quality individuals. Remuneration
is designed to support Blue Label’s business strategy,
vision and to align with best practices. Total rewards
are set at levels that are competitive in the context
of the relevant areas of responsibility and the
industry in which the Group operates, with due
regard to market conditions. Total incentive-based
rewards are earned through the attainment of
demanding key performance indices and targets,
consistent with shareholder growth expectations.
The Group is conscious of the fact that succession
planning is essential and ensures that alternative
candidates are in place for certain identified
positions.
GOVERNANCE
Key duties of the RNC include:
•
•
ensuring that the Group upholds its entrenched
Remuneration Philosophy,
•
•
ensuring that the combination of fixed and
variable pay is appropriate when benchmarking
remuneration levels,
•
•
reviewing incentive schemes to ensure a
continuing contribution to growth in shareholder
value,
•
•
reviewing incentive schemes to ensure that they
are administered and implemented in terms of
their rules and performance targets,
•
•
reviewing remuneration of Executive Directors
and Senior Management, and
•
•
submitting recommendations to the Board with
regard to non-executive remuneration for
ultimate approval by shareholders.
In the course of deliberations, the RNC considers the
views of the Joint CEOs on the remuneration and
performance of other Executive Directors and
members of Senior Management.
From time to time independent advice on market
information and remuneration trends is provided to
the RNC by external remuneration consultants. Blue
Label’s human resources department also assists the
Committee by providing supporting information and
documentation relating to matters for its
consideration, including the assessment of proposed
changes to legislation such as in determining the
employers’ responsibility to provide retirement
funding for staff.