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REMUNERATION REPORT

Remuneration report

continued

90

Tiger Brands Limited Integrated Annual Report

2014

As the individual is effectively opting to put an

element of a cash bonus that would otherwise

accrue to him/her at risk, the bonus deferral

sub-element of the 2013 Share Plan may be

referred to as a “co-investment plan”. All

restricted shares will vest after three years and

are not subject to any further performance

conditions. The restricted share element

provides for share-based retention to those

executives who through their performance on

an annual basis have demonstrated their value

and commitment to the company.

Vesting of share options in the event of

termination of employment – Phantom Cash-settled

Option Scheme

In the event that an individual’s employment is

terminated, vesting of any outstanding

(unvested) share options under the Phantom

Cash-settled Option Scheme is dependent upon

the reasons for termination. The termination

rules are in line with the recommendations

contained in King III following certain changes

which were made to the rules in late 2010.

A comparison of the old and new rules is set

out in the table that follows. The new rules are

applicable to phantom cash options awarded

from 1 January 2011 onwards.

Restricted share element

On an annual basis, executives, senior

managers and key talent will receive a grant

of restricted shares. The value of restricted

shares granted will be linked to the annual

cash bonus scheme, in one of, or a

combination of the following:

Bonus matching

Ϣ

Ϣ

Matching, according to a specified ratio,

the actual annual cash incentive accruing

to the executive. Standard matching ratios

have been set for each grade, based on:

the on-target bonus percentage for the

grade; and

the required balance within the offers of

full-value shares between performance

shares and restricted shares:

Chief Executive Officer – 70%/30%,

F Lower – 60%/40%, and

E Upper and E Lower – 50%/50%.

Bonus deferral

Ϣ

Ϣ

An elective, prior year-end deferral of

a portion (25%, 33% or 50%) of an

individual’s actual bonus calculation and its

immediate conversion into restricted shares,

with matching by the company (according to

a set ratio) with additional restricted shares.