73
Our business
Our performance
Our governance
Administration
When evaluated against the potential vesting ranges applicable to
the Vodacom and Vodafone awards, the following table illustrates
the possible ranges as a percentage of GP:
% of GP
Mini-
mum
vesting =
0%
Thres-
hold
vesting
Target
vesting =
100%
Maximum
vesting
200% for
Vodacom
250% for
Vodafone
Vodacom award
0% 56.0% 140% 280%
Vodafone award
0% 22.5% 50% 125%
Total award
0% 78.5% 190% 405%
In order to ensure the Vodacom CEO maintains a high level of
shareholder alignment, a minimum shareholding requirement is
introduced as follows:
g
g
200% of GP
in Vodacom shares; and
g
g
100% of GP
in Vodafone shares.
The total share ownership guideline for the Vodacom CEO is thus
300% of GP
.
Should the Vodacom CEO not meet the minimum shareholding
requirements at the time of the LTIP awards, then the award levels
of the Vodacom and Vodafone awards will be reduced below the
target award levels indicated.
Summary of changes
In summary, there is no change to the remuneration policy for
FY2019 for all employees other than the Vodacom CEO. The only
change implemented impacts the long-term incentive of the CEO
where the structure is simplified through the removal of the
matching components.
The targeted LTIP remuneration of 190% of guaranteed package
remains unaltered from the current policy; however, the maximum
potential for long-term incentives is reduced from 430% to 405%.
Section 3
Implementation and remuneration disclosure of
the CEO, CFO and non-executive directors
The implementation report details the outcomes of implementing
the approved policy in the current financial year, as detailed in
section 2(a) of this report.
2018 GP
The annual salary review process undertaken by the committee
analysed market benchmarking and risks associated with
retention of key management personnel. In the light of this
analysis, the committee approved the following increases for the
CEO and CFO:
Executive
directors
2018
2017
%
increase Currency
MS Aziz Joosub
10 600 000
10 000 000
6.0
ZAR
T Streichert
359 531
340 260
5.6
GBP
The GP figures above includes retirement fund contributions,
medical aid and company car.
2018 STIP performance
The graphic below shows the extent to which the Group targets
were met for the year that ended 31 March 2018.
Metric
Weight
Min
0%
Target
100%
Max
200%
Result
%
Service revenue 20%
20.4
EBITDA
20%
21.3
Operating free
cash flow
20%
21.2
Customer
appreciation
40%
54.0
The overall achievement of target was 116.9%. The comparable
Group STIP achievement for 2017 was 108.6%.
Based on a combination of Group and individual performance (as
detailed in the remuneration policy) the resultant STIP awards for
the CEO and CFO were:
Executive directors
2018
2017 Currency
MS Aziz Joosub
12 391 400
10 860 000
ZAR
T Streichert
221 818
199 390
GBP
The increase in STI is directly attributed to the improved
business performance.
LTIP performance
Achievement of the 2018 LTIP represents the final vesting
percentage for awards made in June 2015 where the three-year
performance period concluded on 31 March 2018. These units will
vest in June 2018 and will be disclosed in the table of single total
figure of remuneration at the year-end share price of R153.07 for
Vodacom shares.
Metric
Weight
Min
20%
Target
50%
Max
100%
Result
%
Operating free
cash flow
70%
51.8
TSR
30%
24.8
The overall achievement was 76.6%. The comparable Group LTIP
achievement for 2017 was 53%.
Based on a combination of policy and talent rating (as detailed in
the remuneration policy) LTIP awards were made to the CEO and
CFO in June 2017.




