Benchmarking We strive to be consistent, offering remuneration packages that help attract and retain the best talent in our market. We consider market practices, business requirements and the calibre of the individual in our recruitment processes. We benchmark our remuneration using the Old Mutual Remchannel Survey. For executives, who we sometimes recruit globally, we use the LMO Executive Survey and the Willis Towers Watson Executive Survey. In addition, we use bespoke benchmarking using input from our remuneration adviser when appropriate. We target our guaranteed salary at the median of the market with exceptions based on performance and critical skills. For the executive committee, we benchmark remuneration against the same peer group of companies used for the TSR measure, i.e. Vodacom, MTN, Telkom, Shoprite, Clicks, Bidvest, Discovery, Mr Price and Foschini. Our approach to performance incentives is to award STIs below the average of our peer group and a higher LTI component as we believe this will ensure alignment to shareholder interests. This approach ensures that our blended outcome for our executive committee including both STI and LTI aligns with the market. Malus and clawback We believe inappropriate conduct should not be rewarded. To protect stakeholders against inappropriate conduct by executives, malus and clawback provisions apply to all variable pay (STI and LTI) for the MultiChoice executive committee. These provisions enable us to recover variable remuneration awards made, based on the occurrence of a trigger event caused by the participant, which led to loss or damage incurred by the group. Trigger events include, but are not limited to: • The group or any subsidiary’s nancial statements having been materially restated • The executive having deliberately misled the group or any subsidiary, the market and/or the group’s shareholders regarding the nancial performance or position of the group • The executive’s actions brought the group, subsidiary and/or the executive’s business unit into signi cant disrepute • The executive’s actions amounted to gross misconduct or a material error • The subsidiary or the business unit in which the executive works having suffered a material risk management or compliance failure • Any other matter which, in the reasonable opinion of the remuneration committee, is required to be taken into account to comply with prevailing legal and/or regulatory requirements Malus will be applied prior to the vesting and/or payment of any STI or LTI. Clawback will be applicable for up to three years after the vesting and/or payment of any STI or LTI. 2 The remuneration policy continued Corporate governance review Phuthuma Nathi Investments (RF) Limited Integrated annual report 2023 114 Remuneration report continued
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