Integrated_Annual_Report_2026 - Flipbook - Page 159
INTRODUCTION
SASOL AT A
GLANCE
DRIVING SUSTAINABLE
VALUE CREATION
EXECUTING
STRATEGY
DELIVERING
BUSINESS VALUE
SUMMARISED FINANCIAL
PERFORMANCE
PART II: SECTION A – REMUNERATION POLICY CONTINUED
Remuneration Committee: Risk and Governance
Sasol conforms to all applicable statutes and remuneration regulations and
governance codes in the different jurisdictions where it conducts business and
the Committee conducts itself in accordance with its Terms of Reference as
amended from time to time.
The Committee is appointed by the Board
to assist in ensuring that the Group pays
its employees in a fair, responsible and
transparent manner by putting in place
affordable, competitive and equitable
reward systems that encourage the
accomplishment of strategic goals and
favourable results over the short, medium
and long term.
Following careful evaluation of performance
in relation to the pre-approved targets
that have been established for the
performance period, all incentive pay-outs
and the vesting of performance LTIs
are authorised. Salary increases are
approved individually by the Committee for
Prescribed Officers and by the Board for
Executive Directors, the Chief Assurance
Officer and the Group Company Secretary.
Members of management are recused
from meetings when matters impacting
their own remuneration are discussed. In
these meetings, the Committee discusses
and confirms all decisions taken without
management present.
All executive reward policy exceptions
are approved by the Committee or the
Board, as appropriate.
Incentive plan design principles and
targets as well as the reward mix are
reviewed annually to ensure alignment
with strategy and the market.
The vesting of LTI plans is subject
to corporate performance and/or
time-based criteria.
Grants are never backdated nor
awarded in a closed period.
Executives do not approve their own
benefits or remuneration and are
recused from all discussions relating to
their own remuneration.
The maximum incentive awards, based
on performance outcomes, but not
share price movement, are capped by a
pre-approved formula.
The Committee retains discretion to
alter any reward outcomes or deviate
from this Policy if this is considered to
be in the best interests of the Company.
The Committee ensures effective risk
management oversight in relation to
material remuneration risks within its
scope.
MSRs and post-cessation shareholding
requirements are implemented for
Executive Directors and Prescribed
Officers.
The following processes mitigate against
unintended outcomes and risks:
A comprehensive Malus and Clawback
Policy as well as an Executive
Compensation Recovery Policy apply.
The Committee considers people
related risks on a quarterly basis.
The Remuneration Policy is transparent
and made available to all stakeholders.
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The Committee’s Terms of Reference and the
Group Remuneration Policy are available on our website:
www.sasol.com
SASOL INTEGRATED REPORT 2026
158
CORPORATE
GOVERNANCE
SUSTAINABILITY
REPORT
REMUNERATION
REPORT
ASSURANCE /
ADMINISTRATION
