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SHAREHOLDER INFORMATION
Notice of annual general meeting
of shareholders
continued
264
Tiger Brands Limited Integrated Annual Report
2014
similar-sized listed companies. The
recommendation of the remuneration
committee was made after it had received
a recommendation from executive
management. The Chairman and Deputy
Chairman do not receive any additional
remuneration for their participation in the
sub-committees of the board.
The above levels of remuneration for
non-executive directors represent increases
of 6,5% (six and a half percent). The
proposed remuneration increases will take
effect as of 1 March 2015, in line with
the King III recommendation that such
approvals should not be retrospective.
3.4 Special resolution number 4 – approval
of remuneration payable to non-
executive directors in respect of
unscheduled meetings and additional
work undertaken
“RESOLVED THAT non-executive directors
be paid an amount of R18 100 (eighteen
thousand one hundred rand) per meeting in
respect of special meetings of the
board and that non-executive directors
be paid an amount of R3 600 (three
thousand six hundred rand) per hour in
respect of any additional work performed
by them, provided that payment in respect
of any such additional work is approved
by the remuneration committee and the
Chief Executive Officer. The increased
remuneration is to be effective from
1 March 2015.
Explanation and effect of special resolution
number 4
The reason for proposing this special
resolution number 4 is to increase the
existing fees paid to non-executive directors
who attend special meetings of the board
from R17 000 (seventeen thousand rand)
per meeting to R18 100 (eighteen
thousand one hundred rand) per meeting,
and to increase the payment in respect of
any additional work done to R3 600 (three
thousand six hundred rand) per hour,
provided that payment for such additional
work is approved by the remuneration
committee and the Chief Executive Officer.
This is an increase of 6,5% (six and a
half percent).
3.5 Special resolution number 5 – general
authority to repurchase shares
“RESOLVED THAT, in terms of the authority
granted in the company’s memorandum of
incorporation and/or the memorandum
of incorporation of any subsidiary of the
company, the company and/or its
subsidiaries be and are hereby authorised,
by way of a general approval, to acquire
the company’s own ordinary shares
(shares) upon such terms and conditions
and in such amounts as the directors of
the company (and, in the case of an
acquisition by a subsidiary(ies), the
directors of the subsidiary(ies) may
from time to time decide), but subject to
the provisions of the Companies Act
and any other stock exchange upon
which the shares of the company may