Managing Director and CEO Remuneration
Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
Managing Director and CEO Remuneration
Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) is pleased to advise that effective 1 July 2023, a
revised remuneration package has been agreed with Orion’s Managing Director and Chief Executive Officer, Mr
Errol Smart.
As Mr Smart’s base salary has not increased for nearly three years, the Board engaged independent consultants
to provide a review of mining industry remuneration packages for Managing Directors / CEOs of companies
similar to Orion. Based on the advice provided, the Board has approved an increase in Mr Smart’s cash
remuneration to $421,200 per annum, which also reflects the significant inflation increases in South Africa since
2020.
In addition to the cash remuneration payable to Errol, he is eligible to participate in the Company’s short-term
and long-term incentive plan.
The principal components of Mr Smart’s revised remuneration structure are set out in Appendix 1.
For and on behalf of the Board.
Denis Waddell
Chairman
25 August 2023
ENQUIRIES
Investors Media JSE Sponsor
Errol Smart – Managing Director & CEO Nicholas Read Monique Martinez
Denis Waddell – Chairman Read Corporate, Australia Merchantec Capital
T: +61 (0) 3 8080 7170 T: +61 (0) 419 929 046 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: nicholas@readcorporate.com.au E: monique.martinez@merchantec.com
Appendix 1: Key terms of Mr Smart’s remuneration from 1 July 2023
The principal components of Mr Smart’s revised remuneration structure, which is effective 1 July 2023 are as
follows:
1. Fixed component of $421,200 per annum (FAR).
2. Mr Smart is eligible to participate in Orion’s short-term incentive plan, to receive awards of up to 50% of his
FAR annually. Mr Smart's entitlement to any short-term incentive award will be based on achievement of
certain key performance indicators and performance objectives, as determined by the Board in its
discretion. Any equity securities issued to Mr Smart under a short-term incentive award, will be subject to
shareholder approval (unchanged).
3. Mr Smart is eligible to participate in Orion's long-term incentive plan, to receive awards of up to 50% of his
FAR. Mr Smart's entitlement to any long-term incentive award will be subject to the achievement of certain
key performance indicators and performance objectives, as determined by the Board in its discretion. Any
equity securities issued to Mr Smart under a long-term incentive award, will be subject to shareholder
approval (unchanged).
4. Orion may terminate Mr Smart’s engagement at any time on 6 months’ notice. The terms of Mr Smart's
engagement permits Orion to make payment in lieu of notice, except where a payment is made upon
redundancy or in the event of a reorganisation (as contemplated in paragraph 5 below) (if applicable).
Mr Smart may terminate his engagement with Orion at any time on 3 months’ notice (unchanged).
5. In the event that the position of Managing Director and CEO is made redundant, or on the occurrence of
a reorganisation where Mr Smart gives notice of termination within 30 days of completion of the
reorganisation, Mr Smart will be entitled to be paid an amount equivalent to 6 months’ remuneration
(unchanged).
Date: 25-08-2023 12:21:00
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