IGO Interactive Annual Report 2020

DIRECTORS’ REPORT— REMUNERATION REPORT 30 JUNE 2020 DIRECTORS’ REPORT 30 JUNE 2020 LETTER FROM CHAIR OF PEOPLE & PERFORMANCE COMMITTEE DEAR SHAREHOLDER On behalf of the People & Performance Committee, I am pleased to share with you our FY20 Remuneration Report. The FY20 year has presented considerable challenge to our people in the roles they perform and in the communities in which they live. Despite these challenges, our people have made some significant achievements, including the delivery of strong performance at Nova and Tropicana, the furthering of key programs of work in the Fraser Range and other exploration programs that are key to delivering future discovery, and continuing to create a team of people across the business and a capability and culture that is key to the future delivery of value to shareholders. Over the past year, we have experienced a variable, role dependent talent market with restrictions on sourcing some roles due to the impact of COVID-19. Pleasingly however, our continued focus on building a strong and resilient company and culture has stood us in good stead throughout the year with a growing reputation as a company that people seek to join. Executive Remuneration and Reward The Board is focused on providing Executives with fixed remuneration that is competitive and recognises the value that their skills, experience and expertise deliver to IGO, balanced with an appropriate level of variable reward to incentivise the achievement of key strategic initiatives. The Board believes that this balanced approach: • Ensures that the Company attracts and retains key talent through a balance of support and challenge for each individual; and • Remains an employer of choice. Each year the Board takes care to ensure that Executive remuneration is an appropriate combination of cash and equity such that over time Executives are aligned with the long-term interests of shareholders through their personal shareholding in IGO. Short-Term Incentive (STI) The Board and the Leadership team review and update the Company’s strategic and culturing plan annually. As part of this planning process, the Board sets and monitors a series of demanding performance targets to drive the achievement of the annual business plan and the longer term strategic plan throughout the year. The annual STI scorecard, and the weighting attributed to each element, is carefully designed to take a balanced approach to driving performance critical to delivering the annual business plan whilst working in concert to ensure progression of the long-term strategic plan that delivers value to all shareholders. In FY20, these performance targets included the following combination of financial and non-financial focused measures: • Health, Safety, Environment and Community - the completion of a program of work to understand IGO’s safety maturity, and the application of a range of forward and backward looking measures that focused effort on culture and system improvements to better manage the HSE risk inherent to the Company’s operations. • People and Culture - engagement and diversity metrics designed to focus achievement on key strategic enablers and programs of work that result in a workforce that has the balance of diversity of skills and capabilities and the culture to drive the delivery of the Company’s strategic plan. • Growth and Strategy - measures the performance required to deliver a suite of strategic initiatives, brownfields/greenfields opportunities and value accretive M&A opportunities important to growing longer term shareholder value. • Production Optimisation - measures designed to drive production performance, a key enabler to funding the achievement of the Company’s strategic plan. • Financial Performance - financial management measures focus the achievement by Executives on a suite of corporate financial outcomes that are important to funding the achievement of the Company’s strategic plan to grow shareholder value. Each year the Board has the capacity to exercise discretion with regard to the award of STI payments to the Executives. In FY20, there were several events (safety and environmental) that occurred that have caused the Board to exercise this discretion. A detailed description of the Key Performance Indicators (KPIs) that drive the payment of STI, the performance achieved and the resulting STI payments can be found in our Remuneration Report in the following pages. MEETINGS OF DIRECTORS The numbers of meetings of the Directors and of each Board Committee held during the year ended 30 June 2020, and the numbers of meetings attended by each Director were: Name Full meetings of directors Meetings of committees People & Performance Committee Audit Committee Nomination & Governance Committee Sustainability & Risk Committee A B A B A B A B A B Debra Bakker 11 11 4 4 5 5 ** ** 5 5 Peter Bilbe 10 11 4 4 5 5 3 3 ** ** Kathleen Bozanic 1 9 9 ** ** 3 3 2 2 ** ** Peter Bradford 11 11 ** ** ** ** ** ** ** ** Peter Buck 11 11 4 4 ** ** ** ** 5 5 Geoffrey Clifford 2 4 4 ** ** 3 3 1 1 ** ** Keith Spence 10 11 3 4 ** ** ** ** 4 5 Neil Warburton 11 11 ** ** ** ** 3 3 4 5 A = Number of meetings attended B = Number of meetings held during the time the Director was a member of the committee during the year ** = Not a member of the relevant committee 1. Ms Bozanic was appointed a Non-executive Director effective 3 October 2019. 2. Mr Clifford retired as a Non-executive Director effective 20 November 2019. Note: Directors who are not members of a specific committee have a standing invitation to attend committee meetings with the consent of the relevant committee chair and in practice generally attend all committee meetings. Their attendance is only included in the table if they are a member of the committee. DIRECTORS INTEREST IN SHARES AND SHARE RIGHTS OF THE COMPANY At the date of this report, the interests of the Directors in the shares, performance rights and service rights of IGO Limited were as follows: Name Ordinary fully paid shares Performance rights Service rights Debra Bakker 21,687 - - Peter Bilbe 40,000 - - Kathleen Bozanic 11,780 - - Peter Bradford 873,254 381,092 134,074 1 Peter Buck 22,200 - - Keith Spence 22,125 - - Neil Warburton 106,034 - - Total 1,097,080 381,092 134,074 1 62,601 service rights have vested due to service condition being achieved and subject to being exercised will convert into ordinary shares. IGO ANNUAL REPORT 2020— 51 50 — IGO ANNUAL REPORT 2020