59 ANNUAL REPORT 2025 3. PRINCIPLES OF REMUNERATION The Board aims to ensure that remuneration practices for KMP are: – competitive and reasonable, enabling the Company to attract and retain high calibre talent; – aligned to the Company’s strategic and business objectives; – transparent and easily understood, supporting the ease of communication and employee engagement; and – acceptable to shareholders, supporting the creation of shareholder value. 4. REMUNERATION GOVERNANCE The KMP remuneration decision making is guided by the Company’s remuneration governance framework as follows: The Board of Directors (Board) The Board takes an active role in the governance and oversight of the Company’s remuneration policies and has overall responsibility for ensuring that the Company’s remuneration strategy aligns with the Company’s short and long-term business objectives and risk profile. The Board considers the recommendations and considerations from the Remuneration and Nomination Committee (RNC) and approves the remuneration arrangements of executives including fixed and variable remuneration and proposes the aggregate remuneration of NEDs for shareholder approval and sets remuneration for individual NEDs. Remuneration and Nomination Committee (RNC) The RNC is charged with formulating the Group’s remuneration policy, reviewing each director’s remuneration and reviewing the MD’s remuneration recommendations for KMPs to ensure compliance with the Remuneration Policy and consistency across the Group including: – remuneration levels and other terms of employment on an annual basis having regard to relevant market conditions, qualifications and experience of the KMP, and performance against targets set for each year where applicable; and – advising the Board on the appropriateness of remuneration packages structures of the Company, given trends in comparative peer companies both locally and internationally, with the overall objective of ensuring maximum stakeholder benefit from the retention of a high calibre Board and executive team. Recommendations of the RNC are put to the Board for approval. The RNC charter can be found on the Company’s website at https://www.westgold.com.au/ about-us/corporate-governance. External Remuneration Consultants To ensure the RNC is fully informed when making remuneration decisions, it may seek external, independent remuneration advice on remuneration related issues. The RNC approved the engagement of The Reward Practice (TRP), an independent remuneration consultant, to review executive remuneration and incentives, which was benchmarked against a comparable group of companies. This remuneration benchmarking was in addition to other analysis reviewed by the Company. The engagement of TRP, together with other external analysis, was to ensure the remuneration, both fixed and at-risk, for the Company’s Executive KMP is aligned with market conditions. There was no communication between the independent remuneration consultant and the MD and Executive KMP to ensure the risk of any potential undue influence on the remuneration consultant was mitigated. The Board makes its remuneration-related decisions after considering the recommendations of the RNC, the reports from the independent remuneration consultant and other available benchmarking data. The RNC considers this annual engagement prudent to ensure the Company remains aligned to current market conditions and rewards its Executive KMP at the level the Board considers appropriate to motivate long-term value creation through the realisation of its strategy and retain their services. No remuneration recommendation was made in relation to this work. Securities trading policy The Westgold Securities Trading Policy applies to all employees and directors. The policy prohibits employees from dealing in Westgold securities while in possession of price sensitive information regarding the Company that is not generally available.
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