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Managing performance through remuneration

Philosophy

Our strategic objectives can only be delivered with the foresight, dedication and hard work of our employees. The company competes in a small talent pool for a limited set of skills in the global and South African mining industries.

The remuneration committee assists the board by applying a remuneration strategy that ensures a balance in attracting, motivating, rewarding and retaining human capital through competitive remuneration practices, while creating shareholder value. The committee approved a remuneration policy that gives effect to the remuneration strategy, supports business objectives in the wider operating environment and offers a balanced remuneration mix in line with our goals.

Fixed pay

The board approved cost-to-company salary increases in the corporate office from 1 July 2021 based on the current and forecast consumer price index (CPI), as follows:

PATERSON GRADE   ROLE   F2022 increase   F2021 increase
E-band   Executives (including executive directors)   5.2% CPI*   3% (CPI)
D-band   Senior management   7.2% (CPI + 2%)   4% (CPI + 1%)
D-band   Middle management    
A to C-bands   General staff   7.2% (CPI + 2%)   5% (CPI + 2%)

* CPI of 5.2% as at May 2021 as published by StatsSA.

At the bargaining-unit level for our managed operations wage agreements for A to C-bands provided for 2020 increases of 6% to 7% depending on the band. Modikwa, Machadodorp Works and Two Rivers C-band bargaining units have multi-year agreements which provided for 2021 increases of 6% to 7% depending on the band. Wage agreements for employees at Two Rivers in the A and B-bands and Cato Ridge Works as well as the Northern Cape mines' labour forces expired on 30 June 2021 and negotiations are underway. Percentage increases for these employees will be reported in 2022.

Employee benefits as a percentage of cost-to-company are the same for all employees, subject to certain employee elections.

Fair and responsible
  • Taking care of our employees

    We aim to maximise our employee value proposition. We are committed to offering a market-related, competitive, fair and at least living wage to all employees. We operate various wellness programmes to support our employees' mental health and wellbeing.

  • Monitoring our fair and responsible pay

    We periodically monitor the pay gap, enhance policies supporting gender mainstreaming in the workplace and develop more robust employment equity plans and targets. Percentage increases granted to our more junior employees generally exceed those granted to management and executives.

  • Pay-for-performance

    We focus on pay-for-performance in designing our variable pay structures, particularly at senior levels. Our in-house performance-enhancing system creates an opportunity to contract on performance goals, review performance, track developmental areas, assess performance and reward appropriately. This process also promotes staff engagement, constructive feedback for development and performance improvement.

  • Training and developing our talent

    We invest in the development and skills of our employees to maximise learning potential through study assistance and bursaries as well as careerdevelopment opportunities based on our talent management strategy.


Please see the ESG report for the full remuneration report.

Stakeholder engagement

At the 2020 annual general meeting, the non-binding advisory votes on ARM's remuneration policy and implementation report were each supported by 97.76% of shareholders who voted at the meeting.

Although we were well above the 75% voting threshold for both the remuneration policy and implementation report, we take shareholder feedback seriously and strive to continuously engage with our shareholders. Below, we set out the main areas of feedback on remuneration.

Stakeholder engagement on voting

FEEDBACK

  • Short-term incentives – safety modifier:

    The safety modifier applied to the bonus framework is based on the lost-time injury frequency rate for the divisions/operations and bonuses are payable despite recorded fatalities at the operations.

  • Short-term incentives – targets:

    Only high-level performance conditions were provided for the short-term incentive, without disclosing specific targets.

  • Short-term incentives – budget:

    Performance targets measured against budget are not considered transparent.

  • Long-term incentives – total shareholder return:

    Limited disclosure about the vesting scale, exact targets governing vesting in the total shareholder return analysis and the weight of total shareholder return as a performance condition.

ACTIONS TAKEN/RESPONSE TO FEEDBACK

  • The company is committed to zero harm. Recorded fatalities have been factored into the safety modifier for the year under review. For future bonuses, after the safety modifier has been determined on the basis of the lost-time injury frequency rate performance for the year, the board will further consider any fatalities for the year and, at its discretion, adjust the modifier taking into account the context of such fatalities.

  • Performance targets are not disclosed; this is viewed as commercially sensitive information for various reasons, including that targets are based on budget and the company is required to adhere to confidentiality restrictions in some contractual agreements.

  • It is acknowledged that measuring against budget is not transparent, however, given the significant effect of commodity prices and changes in geology on profits, using a growth factor on previous profit is not a viable measure. In addition as discussed above, this information is considered commercially sensitive. The committee monitors the short-term incentive scheme to ensure its implementation is aligned with the strategic objectives of the company.

  • For awards made prior to December 2018, vesting was possible for performance below the median of the peer group, in terms of the graphs on the following pages. For settlements of performance shares in F2021, no vesting occurred below median. In line with global practice, vesting below median has not been permitted since shareholders adopted the 2018 conditional share plan and relative total shareholder return now only constitutes 25% of total performance conditions.

Functions and responsibilities

The remuneration committee performs the functions and responsibilities necessary to fulfil its stated purpose. Amendments to its terms of reference were approved by the board in 2021. The committee’s mandate includes:

  • Ensuring that, in developing the company’s remuneration policies, the mix of fixed and variable remuneration in cash, shares and other elements of remuneration meets ARM’s business needs and promotes its strategic objectives, with an appropriate balance between short-term and long-term incentives
  • Ensuring that performance targets in all occupational categories in ARM are set and monitored
  • Reviewing the results of independent third-party benchmarking surveys of the remuneration packages of executive directors, other senior executives and the group company secretary and governance officer as well as non-executive directors’ fees
  • Reviewing and recommending specific remuneration packages for executive directors, senior executives and the group company secretary and governance officer to the board for approval, including base salaries
  • Recommending to the board cash performance bonuses to be awarded to executive directors, senior executives and the group company secretary and governance officer, taking cognisance of job descriptions and the performance of ARM against budgetary and strategic objectives as approved by the board
  • Regularly reviewing and recommending changes to ARM’s long-term (share-based) incentive schemes to ensure the continued contribution of executive directors and other senior executives to shareholder value
  • Considering and making recommendations to the board on any proposed cash bonus schemes or long-term (share-based) incentive schemes or amendments to any existing schemes for executive directors, senior executives and group company secretary and governance officer
  • Recommending to the board grants or awards to be made to executive directors, other senior executives and the group company secretary and governance officer under ARM’s long-term share-based incentive schemes
  • Satisfying itself on the accuracy of recorded performance measures that govern the vesting of long-term (share-based) incentives
  • Ensuring management develops appropriate employee benefit policies for the company.
Focus and adding value in F2021

The scheduled work plan was followed, with a normal cycle of activities and additional duties that included:

  • Monitoring the ongoing impact of the pandemic on executive remuneration
  • Amendments to the short-term incentive scheme:
    • To mitigate the risk for F2021 from the pandemic, including a cap on the maximum bonus payable
    • To provide that the board will further consider any fatalities during the year and adjust the modifier taking into account the context of such fatalities
  • Recommending to the board annual increases in the base salaries of executive directors and other senior executives
  • Recommending to the board short-term incentives (ie bonuses) payable to executive directors and other senior executives
  • Recommending the board retainer as well as board and committee meeting attendance fees for non-executive directors, for submission to shareholders
  • Overseeing preparation of the remuneration implementation report.

Focus areas for F2022

  • Recommending corporate bonus parameters for F2022 to the board
  • Reviewing climate change targets
  • Recommending to the board annual increases in the base salaries of executive directors and other senior executives
  • Recommending to the board short-term incentives (ie bonuses) payable to executive directors and senior executives
  • Recommending the board retainer as well as board and committee meeting attendance fees for non-executive directors, for submission to shareholders
  • Reviewing the provisions for termination of employment in the 2018 conditional share plan and the 2018 cashsettled conditional share plan
  • Overseeing preparation of the remuneration implementation report
  • Monitoring the ongoing impact of the pandemic on executive remuneration.