Page 32 - Bauxite Resources Annual Report 2014

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DIRECTORS’ REPORT
Directors’ Report cont.
Annual Report 2014 Bauxite Resources 30
(11) Mr Canterbury was appointed an Executive Director and CEO on 20 May 2013.
(12) Mr Middlemas was appointed Company Secretary on 7 July 2012 and remains in that position. He was appointed acting CEO between
24 December 2012 and 20 May 2013 prior to the appointment of Mr Canterbury.
(13) Mr Menzies is Exploration Manager and was appointed 4 June 2012.
(14) Mr Soh was appointed as Chief Financial Officer replacing Mr May in February 2014 and provides services through a private consultancy.
(15) Mr May was appointed as Chief Financial Officer on 26 June 2012 and provided services through a private consultancy until 28 February
2014.
(16) Mr Donaldson resigned as an Executive Director and CEO on 19 November 2012. He provided CEO services on a consultancy basis for
a short period following his resignation, pending the appointment of a replacement CEO.
(17) Mr Martin was Exploration Manager appointed 16 February 2012 until his resignation on 22 August 2012.
C Service agreements
The details of service agreements of the key management personnel of Bauxite Resources Limited and the Group are as
follows:
Peter Canterbury
• Term of agreement – Ongoing, subject to termination and notice periods;
• Base Salary, $450,000 plus superannuation;
• Approved by shareholders on 14 November 2013, he is entitled to the following performance rights;
• 2,000,000 class A performance rights subject to meeting specific performance criteria achieved;
• 2,000,000 class B performance rights subject to meeting specific performance criteria achieved;
• 2,000,000 class C performance rights subject to meeting specific performance criteria achieved; and
• Termination of employment by either party requires a 6 month’s written notice.
Robert Nash – Legal retainer agreement.
• Term of agreement – Commenced 1 August 2012, subject to a 3 month written notice period.
• Monthly retainer fee of $10,000 for providing legal counsel and advice to the Company as and when requested.
Mark Menzies
• Term of agreement – Employment contract commenced 4 June 2012.
• Base Salary, $238,532 plus superannuation.
• Termination of employment by either party requires a 1 month written notice.
Contracted key management personnel are engaged on standard commercial terms.
D Share-based compensation
Options or performance rights may be issued to directors and executives as part of their remuneration. The options are not
issued based on performance criteria, but are issued to certain directors (determined by the Board) and executives of Bauxite
Resources Limited to increase goal congruence between executives, directors and shareholders. Performance rights are issued
with specific performance criteria required to be achieved. The Company does not have a formal policy in relation to the key
management personnel limiting their exposure to risk in relation to the securities, but the Board actively discourages key
personnel management from obtaining mortgages in securities held in the Company.
The following options and performance rights were granted to or vested with key management personnel during the past 2
years:
Grant Date Granted
Number
Vested
Number as
at 30 June
2014
Date vesting or
vested and
exercisable
Expiry Date Exercise
Price
(cents)
Value per
option at
grant date
(cents)
Exercised
Number
2014
Peter Canterbury 1, 2 & 3 14/11/2013 2,000,000 Nil Refer 1 below 20/05/2015 N/A 4.6 Nil
14/11/2013 2,000,000 Nil Refer 2 below 20/05/2016 N/A 4.3 Nil
14/11/2013 2,000,000 Nil Refer 3 below 20/05/2017 N/A 4.4 Nil
Mark Menzies 4 17/12/2013 136,800 Nil Refer 4 below 31/07/2014 N/A 8.1 Nil
17/12/2013 115,200 Nil Refer 4 below 31/07/2015 N/A 8.4 Nil
17/12/2013 108,000 Nil Refer 4 below 31/07/2016 N/A 8.4 Nil
2013
Sam Middlemas 5 25/03/2013 1,000,000 Nil Refer 3 below 31/12/2013 N/A Nil Nil
25/03/2013 500,000 Nil Refer 3 below 31/12/2014 N/A Nil Nil