Integrated_Annual_Report_2026 - Flipbook - Page 158
INTRODUCTION
SASOL AT A
GLANCE
DRIVING SUSTAINABLE
VALUE CREATION
EXECUTING
STRATEGY
DELIVERING
BUSINESS VALUE
SUMMARISED FINANCIAL
PERFORMANCE
CORPORATE
GOVERNANCE
SUSTAINABILITY
REPORT
REMUNERATION
REPORT
ASSURANCE /
ADMINISTRATION
PART II: SECTION A – REMUNERATION POLICY CONTINUED
Overview of remuneration elements continued
EXECUTIVE
REMUNERATION
Clawback and Malus
The Clawback and Malus policy as amended from time to time applies to all awards made under the STI and LTI plans.
Clawback Policy
Malus Policy
This policy refers to the recoupment, during a period of up to three years after the
payment/settlement of an award, from a current or former recipient of an award.
The policy refers to the reduction and forfeiture
in full or in part of an award before the relevant
vesting date or accrual date.
Trigger events for the Clawback policy include:
• the discovery of a Material misstatement resulting in an adjustment to the Company’s
audited accounts (or the audited accounts of any Sasol Group company);
Trigger events for the Malus policy are:
• the Company financial statements having been
• the discovery that any information or the assessment of any performance condition(s)
used to determine an award was based on erroneous, inaccurate or misleading
information, resulting in a Material error in the calculation of an award;
• any act of, or omission by, the participant that directly or indirectly contributed to any
inaccuracy, error or misleading information referred to above;
• the discovery of an event that occurred prior to award, vesting or accrual that has led
to the censure of the Company or any Sasol Group company by a regulatory authority,
or has had a Materially detrimental impact on the reputation of the Company or the
Sasol Group, and which event was caused by or ought reasonably to have been
prevented by the participant;
• the discovery of an event that occurred prior to award, vesting or accrual that
materially restated (other than a restatement
due to an appropriate change in accounting
policy or to rectify a minor error);
• the discovery that any information or the
assessment of any performance or other
condition(s) used to determine an award was
based on erroneous, inaccurate or misleading
information, and led to a Material error in the
calculation of an award;
• the Company having suffered a Material
downturn in its financial performance;
amounted to a Material failure of, or error in, risk management or financial
management, which was caused by or ought reasonably to have been prevented by
the participant; and/or
• the discovery of conduct that occurred prior to award, vesting or accrual which, in the
reasonable opinion of the Committee, constitutes gross misconduct by the participant.
An Executive Compensation Recovery Policy in line with SEC requirements and
applicable to Executive Directors and Prescribed Officers (Executive Officers) is in
place. Where the Company is required to prepare a Restatement due to material
noncompliance with any financial reporting requirements, the provisions of the
Recovery Policy will govern the recovery of erroneously awarded compensation
from Executive Officers. Where the provisions of the Recovery Policy are not
triggered, the provisions of the Clawback and Malus Policy will apply.
These policies are available on request.
• the Company at any time suffered a Material
management (which failure or error was caused
by or ought reasonably to have been prevented
by the participant);
• the Company having been censured by a
regulatory authority, which censure was caused
by or ought reasonably to have been prevented
by the participant;
• the participant having deliberately misled the
Company on the financial performance or
position of the Company;
• the participant’s actions having amounted to
misconduct or poor work performance that did
not result in a termination of employment; and/or
• any other matter which, in the reasonable
opinion of the Committee, is required to be
considered to comply with prevailing legal and/
or regulatory requirements.
failure or error in risk management or financial
The process which will be followed in the eventuality that a Trigger event is identified, to ensure
that any exercise of discretion is procedurally and substantively fair:
Trigger event
identified
Documentation
and Reporting
SASOL INTEGRATED REPORT 2026
157
Initial
Assessment
Investigation and
Recommended action
Employee
Representation
Determine severity
and impact, level of
accountability
Opportunity provided to
submit representations
on proposed action
Decision and
Implementation
Remuneration
Committee Evaluation
May escalate to the
Board as needed
Assessment of findings
and evaluation of impact
