REMUNERATION REPORT - AUDITED Remuneration policy The remuneration policy of St George Mining Limited has been designed to align directors’ objectives with shareholder and business objectives by providing a fixed remuneration component, which is assessed on an annual basis in line with market rates. The Board of St George Mining Limited believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best directors to run and manage the Company. The Board’s policy for determining the nature and amount of remuneration for Board members is as follows: – The remuneration policy and setting the terms and conditions for the Executive directors and other senior staff members is developed and approved by the Board based on local and international trends among comparative companies and industry generally. It examines terms and conditions for employee incentive schemes, benefit plans and share plans. Independent advice is obtained when considered necessary to confirm that executive remuneration is in line with market practice and is reasonable within Australian executive reward practices. – All executives receive a base salary (which is based on factors such as length of service and experience) and superannuation. – The Group is an exploration entity, and therefore speculative in terms of performance. Consistent with attracting and retaining talented executives, directors and senior executives are paid market rates associated with individuals in similar positions within the same industry. Options and performance incentives may be issued particularly as the entity moves from an exploration to a producing entity and key performance indicators such as profit and production and reserves growth can be used as measurements for assessing executive performance. – The Board policy is to remunerate non-executive directors at market rates for comparable companies for time, commitment and responsibilities. The Executive Directors, in consultation with independent advisors, determine payments to the non-executives and review their remuneration annually, based on market practice, duties and accountability. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting and is currently $500,000 per annum. Fees for independent non-executive directors are not linked to the performance of the Group. To align Directors’ interests with shareholder interests, the directors are encouraged to hold shares in the Company. – The remuneration policy has been tailored to increase goal congruence between shareholders, directors and executives. The method applied to achieve this aim has been the issue of performance rights to directors and executives to encourage the alignment of personal and shareholder interests. The Company believes this policy was effective in increasing shareholder wealth in the past. – The Company has issued performance-based remuneration to directors and executives of the Company. The measures are specifically tailored to align personal and shareholder interest. The KPI’s are reviewed regularly to assess them in relation to the Company’s goals and shareholder wealth. Company Performance A summary of St George Mining’s business performance as measured by a range of financial and other indicators, including disclosure required by the Corporations Act 2001, is outlined below. 2024 2023 2022 2021 2020 Total Comprehensive Loss Attributable to Members of the Company ($) 8,113,025 10,727,765 8,180,317 8,322,413 8,584,901 Cash and cash equivalents at year end ($) 2,520,498 3,337,581 4,103,089 6,370,756 8,310,582 Basic Loss Per Share (cents) 0.87 1.38 1.33 1.61 2.12 ASX share price at the end of the year ($) 0.026 0.040 0.031 0.067 0.115 Increase/(decrease) in share price (%) (35) 29 (54) (42) 5 Remuneration Consultants No remuneration consultant was engaged in the current financial year. Details of directors and executives Directors Title Date of Appointment Date of Retirement J Prineas Executive Chairman 19 October 2009 Not Applicable J Dawson Non-Executive Director 2 January 2019 Not Applicable S Shipway Non-Executive Director 11 June 2015 Not Applicable K Cai Non-Executive Director 1 January 2024 6 August 2024 The Company does not have any executives that are not Directors. Directors’ Report continued 18 St George Mining Limited Annual Report 2024
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