The comments below provide further background and context to the figures disclosed in note 35 , Directors’ emoluments, and Interests of directors in the Company’s Share Scheme.

GM Pattison

Following a third party executive remuneration analysis which assessed positions of similar stature and complexity, the Remuneration Committee awarded Grant a 25.0% increase to his salary and allowances in January 2013. In terms of the Group’s Short-term Executive Incentive Scheme which rewards executives based on the Group’s actual financial performance compared to the Plan for the same year, he received no bonus. The Committee however, awarded him a qualitative bonus of three months (R1.30 million) in recognition of the strategic initiatives successfully implemented in 2013.

During the year ended December 2013 Grant did not convert or sell any Massmart options, but did sell 100,000 shares from the Pattison Family Trust, realising a pre-tax gain on sale of shares of R18.8 million.

Through the Employee Share Option Scheme, Grant holds 684,021 Massmart shares and options of which 42,202 shares and 158,603 options are held in the Pattison Family Trust, of which Grant is a beneficiary. The average length of time that he has held these is 6.1 years and the average strike price is R80.58 per share. The Pattison Family Trust also directly owns 118,055 Massmart shares.

Through the Employee Share Awards Scheme, Grant was awarded 28,705 conditional performance awards and 9,569 retention awards on 16 September 2013.

GRC Hayward

The Remuneration Committee awarded Guy a 6.0% increase to his salary and allowances in July 2013. In terms of the Group’s Short-term Executive Incentive Scheme which rewards executives based on the Group’s actual financial performance compared to the Plan for the same year, he received no bonus. The Committee however, awarded him a qualitative bonus of three months (R0.92 million) in recognition of his sound direction of the operating Divisions in 2013.

During the year ended December 2013 Guy did not convert or sell any Massmart options or shares.

Through the Employee Share Option Scheme, Guy holds 456,906 Massmart shares and options of which 19,912 shares are held in the Bluett-Hayward Trust, of which Guy is a discretionary beneficiary. The average length of time that he has held these is 3.3 years and the average strike price is R124.67 per share. Guy also owns 36,517 Massmart shares directly.

Through the Employee Share Awards Scheme, Guy was awarded 20,848 conditional performance awards and 6,650 retention awards on 16 September 2013.

I Zwarenstein

The Remuneration Committee awarded Ilan a 6.0% increase to his salary and allowances in July 2013. In terms of the Group’s Short-term Executive Incentive Scheme which rewards executives based on the Group’s actual financial performance compared to the Plan for the same year, he received no bonus. The Committee however, awarded him a qualitative bonus of three months (R0.56 million) in recognition of the high standards achieved in the Group’s Finance and Accounting functions.

During the year ended December 2013 Ilan converted and sold 15,328 Massmart options, realising a pre-tax gain on exercise of share options of R1.9 million.

Through the Employee Share Option Scheme, Ilan holds 167,331 options. The average length of time that he has held these is 2.2 years and the average strike price is R151.44 per share.

Through the Employee Share Awards Scheme, Ilan was awarded 12,759 conditional performance awards and 4,253 retention awards on 16 September 2013.

 

Services as directors of Massmart Holdings Limited Salary and allowances Bonuses and performance related payments1 Other benefits Retirement and related benefits Subtotal Fringe benefit of interest-free loans used to finance shares2 Gains on exercise of share options and on shares purchased by directors Total
R000 R000 R000 R000 R000 R000 R000 R000 R000
For the 53 week year ended December 2013
Executive directors
Pattison, GM - 5,215 1,304 772 365 7,656 1,413 - 9,069
Hayward, GRC - 3,560 916 686 249 5,411 814 - 6,225
Zwarenstein, I - 2,447 561 113 153 3,274 1 1,863 5,138
- 11,222 2,781 1,571 767 16,341 2,228 1,863 20,432
Non-executive directors
Lamberti, MJ3 1,213 - - - - 1,213 - - 1,213
Seabrooke, CS 1,256 - - - - 1,256 - - 1,256
Cheesewright, D - - - - - - - - -
Davis, JA - - - - - - - - -
Gwagwa, NN 451 - - - - 451 - - 451
Langeni, P 689 - - - - 689 - - 689
Suarez, JP - - - - - - - - -
3,609 - - - - 3,609 - - 3,609
Prescribed Officers
Prescribed Officer A - - - - - 9,712 370 2,702 12,784
Prescribed Officer B - - - - - 6,161 - - 6,161
Prescribed Officer D - - - - - 3,694 6 5,904 9,604
Prescribed Officer E - - - - - 4,327 - - 4,327
Prescribed Officer F - - - - - 7,756 - 389 8,145
Prescribed Officer G - - - - - 2,530 229 - 2,759
Prescribed Officer I - - - - - 2,831 43 719 3,593
Prescribed Officer K - - - - - 2,979 - - 2,979
Prescribed Officer L - - - - - 2,930 - - 2,930
Prescribed Officer M - - - - - 2,582 73 - 2,655
- - - - - 45,502 721 9,714 55,937
Total 3,609 11,222 2,781 1,571 767 65,452 2,949 11,577 79,978
1In order to match incentive awards with the performance to which they relate, bonuses above reflect the amounts accrued in respect of each year and not amounts paid in that year.
2Held in terms of the rules of the Company’s share scheme.
3Resigned with effect from 10 April 2014
Services as directors of Massmart Holdings Limited Salary and allowances Bonuses and performance related payments1 Other benefits Retirement and related benefits Subtotal Fringe benefit of interest-free loans used to finance shares2 Gains on exercise of share options and on shares purchased by directors Total
R000 R000 R000 R000 R000 R000 R000 R000 R000
For the 26 week year ended December 2012
Executive directors
Pattison, GM - 2,085 - - 325 219 2,629 751 6,495 9,875
Hayward, GRC - 1,728 - 262 182 2,172 490 20,819 23,481
Zwarenstein, I - 1,187 - - 6 111 1,304 2 1,998 3,304
- 5,000 - 593 512 6,105 1,243 29,312 36,660
Non-executive directors
Lamberti, MJ 505 - - - - 505 - - 505
Seabrooke, CS 460 - - - - 460 - - 460
Cheesewright, D3 - - - - - - - - -
Davis, JA - - - - - - - - -
Gwagwa, NN 183 - - - - 183 - - 183
Langeni, P 296 - - - - 296 - - 296
Suarez, JP - - - - - - - - -
1,444 - - - - 1,444 - - 1,444
Prescribed Officers
Prescribed Officer A - - - - - 6,099 243 4,524 10,866
Prescribed Officer B - - - - - 3,420 4 4,665 8,089
Prescribed Officer C4 - - - - - 1,892 314 5,566 7,772
Prescribed Officer D - - - - - 1,523 4 4,801 6,328
Prescribed Officer E - - - - - 5,218 - - 5,218
Prescribed Officer F - - - - - 3,400 - 39 3,439
Prescribed Officer G - - - - - 1,000 120 1,850 2,970
Prescribed Officer H - - - - - 2,152 - 452 2,604
Prescribed Officer I - - - - - 1,139 39 1,390 2,568
Prescribed Officer J - - - - - 1,607 148 - 1,755
Prescribed Officer K - - - - - 1,597 - - 1,597
Prescribed Officer L - - - - - 1,115 - - 1,115
Prescribed Officer M - - - - - 1,030 38 - 1,068
Prescribed Officer N4 - - - - - 451 87 - 538
- - - - - 31,643 997 23,287 55,927
Total 1,444 5,000 - 593 512 39,192 2,240 52,599 94,031
1In order to match incentive awards with the performance to which they relate, bonuses above reflect the amounts accrued in respect of each year and not amounts paid in that year.
2Held in terms of the rules of the Company’s share scheme.
3Appointed 20 August 2012.
4Resigned in the year ended December 2012.