Sasol Integrated Report 2023 - Book - Page 80
INTRODUCTION
ABOUT SASOL
STRATEGIC OVERVIEW
CREATING VALUE
PERFORMANCE
ADMINISTRATION
GOVERNANCE AND REWARDS
REMUNERATION REPORT CONTINUED
OVERVIEW OF REMUNERATION ELEMENTS CONTINUED
Globally, there is an increased focus on pay gap reporting as
many believe, as we do, that this will promote a fairer and more
equal society.
Pay gaps
Globally, there is an increased focus on pay gap
reporting as many believe, as we do, that this will
promote a fairer and more equal society.
The Group's pay gap methodology compares the
median TTR of 10% of the highest Sasol earners per
country with the median TTR of the lowest 10%
Sasol earners per country. This is similar to the
methodology used in Form EEA4 which has to be
submitted annually to the South African Department
of Employment and Labour. Target remuneration
rather than actual remuneration is used for
year-on-year comparisons to exclude the impact of,
in particular, macroeconomic factors that impact
on the LTI awards.
The Committee regularly reviews the internal pay
gaps to ensure that there are no systemic adverse
practices. In FY23, a separate increase budget was
made available to address salaries which are low in
the pay range.
As an additional lens, the proposed methodology
under the draft Companies Amendment Bill, 2023,
was also applied and assessed.
The Committee committed to ensuring that the
wages of our lowest-paid employees are sufficient to
accommodate a decent standard of living. We will
continue to track the pay gap from this perspective.
Regulatory compliance
Our reporting complies with:
• South African Companies Act and other relevant
statutory requirements;
• Principles and recommended practices of King IVTM;
• Requirements of the United States Securities and
Exchange Commission (SEC) for foreign private
issuers; and
• The Johannesburg Stock Exchange (JSE) Listings
Requirements.
Remuneration Committee Risk
and Governance
Sasol complies with applicable remuneration
governance codes and statutes that apply in the
various jurisdictions within which it operates.
The Committee is appointed by the Board to assist in
ensuring that the Group remunerates its employees
fairly, responsibly and transparently by implementing
affordable, competitive and fair reward practices
to promote the achievement of strategic objectives
and positive outcomes in the short, medium and
long term. WWW The Committee’s Terms of Reference
and the Group Remuneration Policy are available at www.sasol.com
All incentive pay-outs and the vesting of performance
LTIs are approved after due consideration of
performance against the pre-approved targets
that were set for the performance period.
The President and CEO, EVP: Human Resources
and Stakeholder Relations, and VP: Group Reward
and Human Resources Information System (HRIS)
attend Committee meetings by invitation. Members
of management are recused from meetings when
matters impacting their own remuneration is
discussed. In all meetings, the Committee
discusses and confirms all decisions taken
without management present. A&M Managing
Director Mr D Tuch acts as an independent advisor
for the Committee. The Committee is comfortable
with Mr Tuch’s independence. The contract with
A&M has been extended for a further two years.
At the end of each financial year, the President and
CEO tables the performance of all Prescribed Officers
to inform the decisions on annual increases and
incentive pay-outs. External market benchmark
data is also provided to the Committee to ensure
competitive reward practices. The Chairman of
the Board tables the performance outcomes and
proposed rewards for the Executive Directors
and the Company Secretary. The Committee then
recommends them for approval to the Board.
The Board (excluding the NEDs) considers and
recommends for approval by shareholders any fee
adjustments for the NEDs.
• The maximum incentive awards, based on
performance outcomes, are capped by a preapproved formula.
The Committee ensures effective risk management
oversight in relation to material remuneration risks
within its scope and will exercise its discretion within
the Group’s overall risk framework. The following
processes mitigate against unintended outcomes:
• The Committee retains discretion to alter any
reward outcome.
• The policy is transparent and made available to
all stakeholders.
• A comprehensive Clawback and Malus Policy is
in place.
• All executive reward policy exceptions are
approved by the Committee or the Board,
as appropriate.
• Except in the case of death, there is no accelerated
vesting of LTIs for executives at retirement,
and the vesting periods of three and five years
continue post the date of retirement allowing
for continued exposure to the share price
performance, as well as the application of the
Clawback and Malus Policy if required.
• Incentive plan design principles and targets as
well as the reward mix are reviewed annually.
• The vesting of LTI plans is subject to performance
and/or time-based criteria and awards are never
backdated.
• Executives do not approve their own benefits or
remuneration and are recused from all discussions
relating to their own remuneration.
• MSRs and post-cessation shareholding
requirements are implemented for Executive
Directors and Prescribed Officers.
• The Committee considers reward-related risks
on a quarterly basis which includes a five year
forecast reward heat map.
The use and application of remuneration benchmarks
One of the Committee’s key tasks is to preserve the relevance, integrity and consistency of benchmarking.
Management also consults survey reports from various large remuneration firms.
In addition to survey data, we use benchmark data from the approved peer group to develop pay bands
and incentive plans as well as for the comparison of employee benefits. For the remuneration of GEC members
and the Chairman and NED fees, we select a peer group of companies which includes those with a broadly
similar geographic footprint and/or product suite and/or size.
The peer group includes a balanced combination of companies that have a primary listing on the JSE Ltd
and international chemicals and energy companies.
The following peer group was adopted for Executive and NED remuneration benchmarking effective 1 July 2021
and no changes were made for FY23.
JSE primary listed companies
Chemicals companies
Anglo American Platinum
Albemarle Corp
Continental Resources
AngloGold Ashanti
Covestro AG
Devon Energy Corporation
Gold Fields
Eastman Chemicals Co
Hess Corporation
Impala Platinum Holdings
Evonik Industries AG
Imperial Oil
MTN Group
Lanxess AG
Origin Energy
Sibanye Stillwater
Solvay SA
Repsol
SASOL INTEGRATED REPORT 2023
79
Energy companies
