Implementation report

3. REMUNERATION IMPLEMENTATION REPORT

3.1

Introduction

This implementation report discloses the remuneration outcomes for executive directors for the 2020 financial year.

Fair and responsible pay

The Board Human Resources and Remuneration Committee ensures, on an ongoing basis, that the organisation remunerates fairly, responsibly and transparently so as to promote the achievement of strategic objectives and positive outcomes in the short, medium and long term.
To this end, the Group executive holds management accountable for ensuring that total remuneration is distributed fairly and ensures appropriate oversight; and where differentials exist, that they can be reasonably explained.
The Board Human Resources and Remuneration Committee is committed to ensuring the remuneration of executive management is fair and responsible in the context of overall employee remuneration.

3.2

Remuneration outcomes

3.2.1

Non-binding shareholder vote

The 2019 Remuneration Report received 70.14% and 66.74% votes in favour of the Remuneration and Implementation Report's respectively. As per King IV requirements, if more than 25% of its members' present votes again both Remuneration Report and Implementation Report, the governing body has to engage with those shareholders. We have subsequently engaged with key shareholders to address their concerns and have taken their valuable suggestions into consideration with the revised 2020 Remuneration Report. The key considerations are highlighted in the Chairman's report of the Human Resources and Remuneration Report.

3.2.2

Guaranteed remuneration

The increases in annual guaranteed packages in January 2020 are set out in the table below:

	Guaranteed package % increase

Group executives	5.0	5.9 total
Group executives with additional responsibilities**	8.6	5.9 total
Senior executives and top management	4.9
Clinical staff	5.9
Other staff	6.0
Total	5.8

An average increase of 5% was granted to the Group executives, however, additional adjustments were made to the remuneration of two Group executives who assumed additional responsibility which resulted in their market benchmarks being revised upwards. This led to the overall 5.9% increase, at executive level.

3.2.2.1

Total single figure of remuneration

The tables below reflect the actual amounts paid as well as earned year-on-year for FY2019 and FY2020:

	Dr S Viranna CEO**		P Wharton-Hood CEO*		PP van der Westhuizen CFO
	FY2020 R'000	FY2019 R'000	FY2020 R'000	FY2019 R'000	FY2020 R'000	FY2019 R'000

Salaries	3 083	5 887	641		5 333	4 084
Other allowances	31	33	10		146	95
Medical aid	5	32	–		6	37
Retirement fund	129	247	27		226	174
Guaranteed package	3 249	6 199	678		5 711	4 391
% increase	(46.3%)		–		30.1%
Outperformance Incentive scheme	–	–	–	–	1 853	–
Long service award			–	–	–	5
Leave paid out	14	–	–	–	–	–
VCP earned in FY	–	7 087		–	3 394	3 564
Vested Company matched shares	2 805	3 038	–	–	–	–
Gains on Long-term Incentive Scheme ^✘	–	–	–	–	776	872
Performance and other	2 819	10 125	–	–	6 023	4 441
% increase	(60.2%)				35.6%

	Dr S Viranna CEO**		P Wharton-Hood CEO*		PP van der Westhuizen CFO***
	FY2020 R'000	FY2019 R'000	FY2020 R'000	FY2019 R'000	FY2020 R'000	FY2019 R'000

Acting allowance	–	–	–	–	300	–
Acting performance bonus	–	–	–	–	2 125	–
Total acting remuneration					2 425
Total remuneration earned in FY	6 068	16 323	678	–	14 161	8 832
% increase	(53.8%)		–		60.3%

	Dr S Viranna CEO**		P Wharton-Hood CEO*		PP van der Westhuizen CFO
	FY2020 R'000	FY2019 R'000	FY2020 R'000	FY2019 R'000	FY2020 R'000	FY2019 R'000

STI performance bonus (H2 of prior year)	4 463	6 501	–	–	2 311	5 100
Total remuneration	4 463	6 501	–	–	2 311	5 100
% increase	46.9%		–		(54.7%)
Total remuneration paid in FY	10 531	15 738	678	–	13 078	10 368
% increase	15.9%		–		26.1%

*	Peter Wharton-Hood commenced services as CEO on 1 September 2020. His remuneration thus only reflects one month of service and no bonus as tenure too short to measure performance.
**	The CEO terminated his employment on 17 January 2020 and ceased to be a director effective 21 January 2020. No STI payment was made. He was however in service at the second vesting of the Company matched shares, which vested on 1 February 2020 (Gross amount – R2 804 870). The first vesting of Company matched shares (as reflected under FY2019 above occurred on 1 February 2019 – gross value R3 038 050.
***	Please refer to acting remuneration and outperformance bonus under paragraphs 3.2.6 and 3.2.5 respectively.
^✘	Please refer to paragraph 3.2.3.1 with regards to the gains realised due to the vesting of the LTIP 2017 scheme allocation.

	A Pyle CEO: SA**		M Chapman**** CEO: International
	FY2020 R'000	FY2019 R'000	FY2020 £'000	FY2019 £'000

Salaries	3 331	3 374	£268	£92
Other allowances	18	194	£13	£3
Medical aid	6	37	–	–
Retirement fund	151	142	£28	£9
Guaranteed package	3 507	3 747	£308	£104
% increase	(6.4%)		195.2%

	A Pyle CEO: SA		M Chapman**** CEO: International
	FY2020 R'000	FY2019 R'000	FY2020 £'000	FY2019 £'000

Outperformance Incentive Scheme	1 273	–	–	–
VCP earned in FY	2 012	2 357	£170	£67
Gains on Long-term Incentive Scheme^✘	405	–	–	–
Performance and other	3 690	2 357	£170	£67
% increase	56.6%		153.5%
Total remuneration earned in FY	7 196	6 104	£478	£171
% increase	17.9%		178.9%

	A Pyle CEO: SA		M Chapman**** CEO: International
	FY2020 R'000	FY2019 R'000	FY2020 £'000	FY2019 £'000

STI performance bonus (FY2019 H2)	1 370	1 752	£67	–
Total remuneration	1 370	1 752	£67	–
% increase	(21.8%)		–
Total remuneration paid in FY	6 555	5 499	£375	£104
% increase	19.2%		259.7%

****	Mark Chapman was appointed CEO International from 1 June 2019, thus only four months of FY2019 reflected. Salaries are reflected in British Pounds.

3.2.3

Short-term incentivisation

Given the uncertainty and negative impact of the COVID-19 pandemic, the full Group executive agreed to delay their short-term incentive payment due in April 2020 to the end of year.

Because Life Healthcare played a pivotal role in fighting the disease on the frontline, the Board and management agreed to set specific objectives for H2 FY 2020 to manage the operational, health and safety challenges brought about by the COVID-19 pandemic. The financial measures constituted 40% of the total weighting whilst the various aspects of managing under COVID-19 conditions made up the balance. This weighting aligns with the predominant focus of management during this challenging time.

The Board will closely monitor performance against agreed targets during FY2021 and may apply discretion to outcomes should there be a significant divergence from the macro assumptions underlying our plan.

Stretch budgets are set at the beginning of the financial year. These are agreed with the Life Healthcare Board.

The financial measures are rewarded as per the table set out below:

Actual % against stretch budget	Rating	% payment

87.5%	1.00	0%
88.3%	2.00	25%
90.0%	3.00	50%
91.7%	4.00	75%
95.0%	5.00	100%
100.0%	6.00	125%

The outcome of the performance scorecard for the Group executive in respect of FY2020 was as follows.

Period	Measurement category	Weighting	Rating	% Award	Weighted Award

H1	Company Financial	70%	4	75%	52.5%
	Non-financial	30%	4	100%	30.0%
	Total				82.5%
H2	Company Financial	40%	3	50%	20%
	Non-financial	60%	6	140%	84%
	Total				104%

However, as per agreement with the Board, H2 award will be capped at 100% in respect of the Group executive.

Group Financial Rating

H1	Financial scorecard performance metrics	H1	H1 Target	H1 Actual	% Achievement	Rating	% Award

70%	Group EBITA (R'm)	70%	2 142	2 126	99.2%	4.00	75%
70%	Group working capital management (R'm)	30%	(223)	(529)	(42.2%)	4.00	75%


H2	Financial scorecard performance metrics	H2	H2 Target	H2 Actual	% Achievement	Rating	% Award

40%	Group EBITA (R'm)	70%	4 656	2 694	57.9%	3.00	50%
40%	Group working capital management (R'm)	30%	(131)	(49)	267.3%	3.00	50%

Personal team rating (H2 – 60% weighting)

Measure		Achievement

Clinical Metrics		The Group exceeded its clinical metrics and despite the challenges of COVID-19 produced the best quality metrics in the Company's history. This is a reflection of the processes in place, careful management and focus on the key quality initiatives by both the SA and International businesses.
Strategic Innovation		Objectives pertained to the development of a funders' strategy for SA and a PET-CT strategy for the international business. Both objectives were met.
People		An agreed succession plan was developed, presented and approved by the Board. Key resourcing strategies for critical positions have been actioned.
COVID-19 specific deliverables		The following key outputs were delivered during the COVID-19 surge: COVID-19 specific plans covering facilities, operational, staffing and clinical interventions were implemented The Group adopted guidelines issued by the DoH, NICD, WHO and various medical societies Ensured sufficient availability of PPE and the appropriate usage of this to ensure staff, doctors and patient safety as well as the management of costs associate with this (had sufficient stock levels) Universal masking implemented in order to reduce transmission risk, including cloth masking our employees when not at work Implementation of a dynamic forecasting model used for logistical, capacity and employee planning Employee efficiency and safety measures which included deployment strategies, hygiene and social distancing, travel policies, leave, communication campaigns, wellness initiatives, infection prevention which included PPE utilisation and a freeze on non-essential recruitment. Facilities management: Entrances reduced and screening protocols implemented at all facilities Visiting patients suspended, with limited exceptions Operational model created for all hospitals Detailed 'surge' plans prepared by all facilities within the Group guidelines, covering: reconfiguration of existing wards within different surge scenarios patient flow (split between COVID-19 and non-COVID-19) employee planning doctor capacity A&E triage and patient flow/isolation The Group implemented plans across its facilities to ensure that the COVID-19 risk is appropriately managed, including testing, screening and facility quality, people and safety plans, incorporating guidelines from various medical societies as well as international best practice. Effective reputation management An internal communications campaign focused on maintaining staff morale, building Company loyalty and expressing the values of appreciation, care and hope Ensured successful implementation of capital preservation Agreed pricing agreements with provincial governments In addition to the specific COVID-19 management initiatives the management team also had to deal with the cyber-incident during this time. The IT incident stretched management's ability to manage COVID-19 as well as the day-to-day operations. The cyber-incident reflected the strength of management at a facility level. Overall we were able to continue admitting patients without impacting the quality of care and once systems were back-up submit bills to the medical aid and collect the funds.
OVERALL RATING		6 out of 7 which results in payment of 140% of targeted reward

The targeted % of Total Cost to Company for the Group executive and the payment made in respect of each period is set out below. Please note that no STI payment was made to the newly appointed CEO as one month's service was insufficient to measure his performance contribution:

	PP van der Westhuizen CFO	A Pyle CEO – SA	M Chapman CEO – International

Targeted % of TCTC	65%	57.5%	57.5%
H1	R1 534 345	R909 445	£91 317
H2	R1 859 813	R1 102 357	£79 063
Total	R3 394 158	R2 011 802	£170 380

3.2.4

Long-term incentivisation

The LTI details regarding the vesting of the 2017 allocation, the two unvested 2018 and 2019 allocations and the recent 2020 allocations are set out below.

3.2.4.1

Vesting of the LTIP 2017 Allocation

As advised in the Remuneration Report, the outcome of performance against vesting criteria shows that the LTIP 2017 allocation yielded a partial vesting (80%) of the TSR component.

The details were as follows:

Performance measure

Weight

Outcome

Result

Actual TSR compared to a comparator group of companies

50%

Life Healthcare ranked at the 56th percentile against the comparator group

80% vesting

Actual EBIT growth compared to a composite inflation rate plus a hurdle rate

50%

Average composite inflation	= 4.4%
Compound annual growth EBIT	= (0.2%)
Over/under composite CPI	= (4.6%)

No payment

In South Africa, the after-tax value generated from the scheme was utilised to purchase Life Healthcare shares in the open market which is then delivered to recipients' personal trading accounts.

The vesting details per executive are as follows:

Job Title	Date of Allocation	Offer Price	Number of Notional Per- formance Shares	Vesting Date	No of Shares vested	Price at Exercise Date	Gross Payment

AM Pyle	01-Jan-17	31.59	34 126	31-Dec-19	41 418	R24.46	R405 272
Rights issue adjustment to performance shares		24.50	7 292
PP van der Westhuizen	01-Jan-17	31.59	65 380	31-Dec-19	79 350	R24.46	R776 434
Rights issue adjustment to performance shares		24.50	13 970

3.2.4.2

Historical LTIP Allocations (unvested)

LTIP 2018 Once-Off Alternative

The once-off alternative cash offering is based on an additional third of the FY2018, FY2019 and FY2020 short-term bonus outcomes which will be banked and payment will be made in January 2021 to coincide with the date when the normal LTIP 2018 allocation would have vested. Please refer to 2.1.4 of the Remuneration Report. The final payment will be made in January 2021 and details will be reflected in the 2021 Remuneration Report.

Unvested LTIP 2019 scheme allocations

The details of allocations made in 2019 are set out below:

First Name	Job Title	Date of Allocation	Offer Price	Per- formance Shares	Vesting Date	Allocation Value R'000	Value based on 30 Sept 2020 share price R'000

Pyle AM	Chief Executive Officer - SA	01-Jan-19	25.86	114 969	31-Dec-21	2 973 359	1 961 371
Van Der Westhuizen PP	Chief Financial Officer	01-Jan-19	25.86	220 803	31-Dec-21	5 710 477	3 766 899
Viranna SB **	Chief Executive Officer	01-Jan-19	25.86	235 992	31-Dec-21	6 103 308	4 026 024
Chapman M	Chief Executive Officer – International	01-Jan-19	25.86	127 191	31-Dec-21	3 289 444	2 169 878

** The performance shares for Dr SB Viranna were forfeited due to his resignation, as per the rules of the LTI Scheme.

3.2.4.3

2020 LTIP Allocation

The resignation of Shrey Viranna as CEO on 17 January 2020 left the Group vulnerable to potential executive exits. In particular, the Board held the view that additional measures needed to be implemented to retain the services of the two country Chief Executive Officers: Adam Pyle (SA CEO) and Mark Chapman (International CEO) as well as the CFO (Pieter van der Westhuizen). These executives are critical to ensure continuity in the operations of the Group, which is vital for the short- to medium-term performance and sustainability of the Group.

After considering various retention mechanisms, the Board approved the allocation of restricted Life Healthcare shares (refer to the remuneration report par 2.7 to these executive as well as the application of the existing strategic modifier embedded in the rules of the LTI scheme to 2020 LTIP allocations. To this effect all three executives received enhanced allocations of notional performance shares.

First Name	Job Title	Share Allocation	Offer Price	Per- formance Shares	Vesting Date	Allocation Value R'000	Value based on 30 Sept 2020 share price R'000

Van Der Westhuizen PP	Chief Financial Officer	01-Jan-20	24.46	434 145	31-Dec-22	4 425 077	7 406 514
Pyle AM	Chief Executive Officer – SA	01-Jan-20	24.46	254 531	31-Dec-22	2 594 344	4 342 299
Chapman M	Chief Executive Officer – International	01-Jan-20	24.46	290 448	31-Dec-22	2 960 429	4 955 043

3.2.5

Outperformance incentive kicker

The final payment in terms of this scheme was made in February 2020. This scheme was introduced to ensure that top performers were significantly rewarded for their efforts. The duration of the scheme was only for 2 years ending in February 2020.

The Human Resources and Remuneration Committee agree to the ratings ascribed to each Group executive as assessed by the Group Chief Executive Officer. Each component is equally weighted at 20% each and a % award is linked to each rating as follows:

Rating		% Award

1.00		0%
2.00		50%
3.00		70%
4.00		100%
4.50		120%
5.00		130%
5.50		140%
6.00		150%
7.00		150%

The breakdown of the critical sustainability measures and scores (of equal weighting) were as follows:

CFO

Total score	5
Historical Performance over prior 4 years for long time view of performance - average out of 7 (4 being on-target)	5
Innovation – innovative ideas to sustain continued success of the organisation	4
Talent Retention (expertise and value-talent, difficultly in replacing with a similar skill- and experience set.	5
Being a cultural ambassador, representative of values and culture of the Company	5
Complexity of role, including competitor pressures, doctor relationships etc.	6

This amounted to a bonus payment of R1 853 473.

CEO – southern Africa

Total score	5.3
Historical Performance over prior 4 years for long time view of performance - average out of 7 (4 being on-target)	5.5
Innovation – degree to which manager brings original, innovative ideas and solutions that result in sustained continued success of the organisation	4
Talent Retention (expertise and value-talent)	6
Being a cultural ambassador, representative of values and culture of the Company	6
Complexity of role, including competitor pressures, doctor relationships etc.	5

This amounted to a bonus payment of R1 272 750.

3.2.6

Actuals achieved 2019 and 2020 in relation to 2020 pay mix targets

Total remuneration outcomes for the current and prior financial years for the executive directors are tabulated below. Explanatory footnotes are provided where necessary. All figures are displayed in South African Rand and R'000, except for the CEO International where figures are reflected in British Pounds.

Total Cost to Company (TCTC) based on annual increments granted. STI payments are based on bonuses earned during the financial year, however, not necessarily paid within the financial year under review.

Former CEO: SB Viranna

Due to the resignation as CEO on 17 January 2020, only 5 months of the financial year are reflected under Actual Total Cost to Company (TCTC) for FY2020, thus no comparison to prior year can be made. According to policy, no STI payment was made as a result of the resignation and the long-term incentive allocation in respect of the 2019 allocation was forfeited.

R'000	Annual TCTC	STI Performance Bonus	Total Annual Compensation	Actual TCTC	Actual STI Performance Bonus	Total annual Compensation	LTIP Expected Value	1/3rd Co Matched Shares Vested	Total Actual Remuneration

FY2019	7 600	7 087	14 687	6 199	7 087	13 285	–	3 038	16 323
FY2020	7 980	–	7 980	3 249	–	3 249	–	2 805	6 054
% increase	5%	(100.0%)	(45.7%)	–	(100%)	(76%)	–	(8%)	(8%)

The CEO purchased LHC shares to the value of R3 million in 2018 as agreed on appointment. The Company matched with a purchase of restricted LHC shares to the value of R9 million (337 096 shares @ issue price of R26.46). Vesting would occur in 3 equal tranches over a period of 3 years. The second vesting occurred on 1 February 2020 - gross value R2 805 000. The last tranche was forfeited due to his resignation.

CEO: P Wharton-Hood

As the appointment of the new CEO appointment was made on 1 September 2020, only one month's actual remuneration has been paid and no comparison to the prior year can be made. Figures have been annualised to reflect remuneration against minimum, on-target and maximum incentive potential payments.

As detailed in paragraph 2.3 of the Remuneration Report, Peter Wharton-Hood invested in Life Healthcare shares, which was matched by the Company with a purchase of restricted shares to the value of R15 million. These are held in an escrow account and will vest over five years, provided certain performance conditions are met. Please refer to paragraph 2.6 of the Remuneration Report.

		80%		80%
R'000	Annual TCTC	STI Performance Bonus	Total Annual Compensation	LTIP Expected Value	Total Actual Remuneration

Min 2020	8 040	–	8 040	–	8 040
On-target 2020	8 040	6 432	14 472	6 432	20 904
Max 2020	8 040	13 218	21 258	12 221	33 479
Annual 2019	–	–	–	–	–
CTC 2020 actual	670	–	670	–	670
2020 annualised	8 040	–	8 040	–	8 040

CFO: PP van der Westhuizen

The CFO acted in the role of CEO for the period 17 January 2020 to 31 August 2020 following the resignation of the previous CEO. Remuneration linked to this acting appointment, which included an enhanced performance bonus was introduced (as set out below). He also received the last payment in respect of the Outperformance Scheme in February 2020 (please refer to par 4.2.4 above).

Acting Remuneration

The Board approved additional guaranteed remuneration to the CFO for his role as Acting CEO while the Company recruited a suitable CEO replacement.

In addition, it was agreed that the CFO would receive a performance dependent bonus. The quantum was based on the delta between the VCP due to the former CEO for performance in the period under review minus the CEO's on-target short-term incentive. The on-target performance amounts to R2 125 000 for the period.

Key strategic and operational deliverables that he was held accountable for during his acting capacity, were as follows:

Delivering on the Group short-term incentive scorecard
Leading and directing the Group executive
Accountable for effective management of the business during the COVID-19 pandemic
Restoration of IT systems, business operations, financial reporting, cash collections and communication barriers as a result of the recent cyber-attack on all systems
Supporting the integration and transition of the new CEO on appointment.

Performance Outcomes

The CFO voluntarily forfeited the first 6-months of the fixed portion of the acting remuneration, to the amount of R1.2 million towards the Employee Assistance Fund to support employees in dire financial constraints as a result of the pandemic. The balance of R300 000 for the period between 18 July 2020 and 31 August 2020 was paid to him.

In terms of the performance-linked acting bonus, Pieter effectively fulfilled both CFO and CEO roles and was instrumental in leading the Group executive, both locally and internationally, during the unprecedented Covid-19 pandemic. The full on-target acting bonus of R2 125 000 has been paid to him.

Total remuneration against FY2019 and pay mix targets for FY2020 are set out below:

Targeted reward		65%		80%
R'000	Annual TCTC	STI Performance Bonus	Total Annual Compensation	LTIP Expected Value	Acting Remuneration	Outper-formance Bonus Scheme	Total Actual Remuneration

Min 2020	5 723		5 723				5 723
On-target 2020	5 723	3 720	9 442	4 578	2 425	1 426	17 871
Max 2020	5 723	7 644	13 366	8 698	2 425	2 139	26 628
Annual 2019	5 450	3 564	9 014	459		1 099	10 573
Annual 2020	5 723	3 394	9 117	776	2 425	1 853	14 172
Year-on-year	5.0%	(5%)	1%	69%			34%
					Excluding Acting Remuneration		11%

CEO SA: AM Pyle

Adam Pyle has successfully managed the SA operations during his two-year tenure as CEO SA from 1 January 2019. He was participant in Outperformance Bonus for the second payment, details of which can be found in paragraph 4.2.4. Due to tenure, no LTIP payment was due in FY2019 (three-year vesting).

Targeted reward		57.5%		70%
R'000	Annual TCTC	STI Performance Bonus	Total Annual Compensation	LTIP Expected Value	Outperformance Bonus Scheme	Outperformance Bonus Scheme

Min 2020	3 834	–	3 834			3 834
On-target 2020	3 834	2 205	6 039	2 684	943	9 666
Max 2020	3 834	4 531	8 365	5 100	1 603	15 067
Annual 2019	3 652	2 357	6 009	–	–	6 009
Annual 2020	3 834	2 012	5 846	405	1 273	7 524
Year-on-year	5.0%	(14.6%)	(3%)	100%	100%	25%

CEO International: M Chapman

Mark Chapman was appointed CEO International from 1 June 2019. *** Remuneration for FY2019 has been annualised for comparative purposes. Salary is reflected in British Pound (£). As part of a legacy long-term incentive scheme, he was granted 10 000 C-shares.

Targeted reward (%)		57.5		60.0
£'000	Annual TCTC	STI Performance Bonus	Total Annual Compensation	LTIP Expected Value	Total Remuneration

Min 2020	275	–	275	–	275
On-target 2020	275	158	433	165	598
Max 2020	275	325	600	314	913
CTC 2019 actual (4 months)	92	67	159	–	159
2019*** annualised	275	202	477	–	477
Annual 2020	275	170	445	–	445
Year-on-year	0.0%	(15%)	(7%)		(7%)

3.3 Exit arrangements – former CEO

The CEO resigned as a director and resigned from all offices and trusteeships held by him in the Employer and any related Company with effect from 17 January 2020.

As he was in service at vesting date, he continued to receive the Company matched shares due to him on 1 February 2020, however, he forfeited the third tranche of 112 366 LHC shares due in February 2021.

	Date	Initial No of Shares Awarded	Shares Vested	No of Shares Retained	No of Ordinary Shares Sold	VWAP	Value of transaction

Granted	20-Sep-18	337 096
1/3rd vested	01-Feb-19		112 365	59 197	53 168	R25.8817	R3 038 050
1/3rd vested	01-Feb-20		112 365	60 885	51 480	R25.1802	R2 804 870
Total Vested				120 082	104 648		R5 842 920
Shares Forfeited:		112 366

3.4 Non-executive directors’ fees

The following number of meetings were held between October 2019 to September 2020

Committee		No of Meetings 2020

Main Board		5
Audit		6
Human resources and remuneration		3
Risk, compliance and IT governance		3
Investment		5
Clinical		4
Nominations and governance		4
Social, ethics and transformation		3

The following fees were paid for the period October 2019 to September 2020:

Non-Executive Director		Oct 2019 to Sept 2020

MA Brey		R1 135 695
PJ Golesworthy		R1 061 204
ME Jacobs		R590 503
VL Litlhakanyane		R220 722
AM Mothupi		R667 220
JK Netshitenzhe		R500 563
MP Ngatane		R572 070
M Sello		R397 149
GC Solomon		R728 808
RT Vice		R712 485
		R6 586 418

Integrated report 2020

3. REMUNERATION IMPLEMENTATION REPORT

3.1

Introduction

3.2

Remuneration outcomes

3.3

Exit arrangements – former CEO

3.4

Non-executive directors’ fees