Directors’ Report
cont.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There were no Significant changes in the state of affairs of the Group during the financial year.
RISK MANAGEMENT
The Board is responsible for ensuring that risks, and also opportunities, are identified on a timely basis and that activities are
aligned with the risks and opportunities identified by the Board.
The Company believes that it is crucial for all Board members to be a part of this process, and as such the Board has not
established a separate risk management committee.
The Board has a number of mechanisms in place to ensure that management’s objectives and activities are aligned with the risks
identified by the Board. These include the following:
• Board approval of a strategic plan, which encompasses strategy statements designed to meet stakeholders’ needs and
manage business risk.
• Implementation of Board approved operating plans and budgets and Board monitoring of progress against these budgets.
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
There has not been any other event that has arisen since 30 June 2013 which has significantly affected, or may significantly affect
the operations of the Group, the result of those operations, or the state of affairs of the Group in subsequent financial years.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The Group is subject to environmental regulation in respect to its exploration activities. The Group aims to ensure the appropriate
standard of environmental care is achieved, and in doing so, that it is aware of and is in compliance with all environmental
legislation. The directors of the Group are not aware of any breach of environmental legislation for the year under review.
REMUNERATION REPORT
The Board has spent considerable time focussing on the remuneration policy and framework, reflecting on past feedback and
the current strategic direction of the Company, following the voting result at the 2012 Annual General Meeting at which at least
25% of the eligible votes cast were against the adoption of the 30 June 2012 Remuneration Report. Key actions undertaken to
address these issues are as follows:
1. The size of the Board has been reduced from 8 to 7 (following the retirement of the Non-Executive Chairman) and Non
Executive Directors base fees have been reduced by 33%.
2. A new Chief Executive Officer has been appointed with a focus on the strategic direction for the Company and the
monetisation of the Company’s resource assets.
3. All Short and Long term incentive awards are demonstrably linked to performance conditions and vesting periods.
The remuneration report is set out under the following main headings:
A Principles used to determine the nature and amount of remuneration
B Details of remuneration
C Service agreements
D Share-based compensation
E Additional information
The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001.
26
Bauxite Resources
Annual Report 2013