SASOL Integrated Report 2025_Final_28 August 2025 - Flipbook - Page 167
INTRODUCTION
ABOUT SASOL
STRATEGIC OVERVIEW
PORTFOLIOS
ESG
REMUNERATION REPORT
DATA AND ASSURANCE / ADMINISTRATION
PART IV: REMUNERATION IMPLEMENTATION REPORT continued
NED fees
Aligned with clause 24 of the Company’s MOI, with effect from 1 January 2024 until the earlier of the resolution passed by the shareholders at the AGM held on 19 January 2024 being replaced, the fees payable to
non-Executive Directors of the Company for their services as Directors of the Company, is as listed in the table below:
January 2024 – December 20251,2,3
NEDs permanently
residing outside
of Europe/UK/
North-America (US$)
NEDs permanently
residing in Europe/UK/
North-America (US$)
Chairman of the Sasol Limited Board (all inclusive)
307 000
371 700
Non-Executive Director
107 700
129 300
Lead Independent Director (additional to directors’ fee)
46 000
55 200
Audit Committee Chairman
31 400
36 600
Audit Committee member
20 900
25 100
Other Committee Chairman4
20 900
25 100
Other Committee member4
12 500
15 200
Non-Executive Directors’ fees
Non-Executive directors
SA Nkosi3
MBN Dube (Chairman)4
S Westwell5
M Flöel (Lead Independent Director)6
KC Harper7
DGP Eyton8
MJ Cuambe9
A Schierenbeck10
GMB Kennealy
S Subramoney
TJ Cumming11
NNA Matyumza12
MEK Nkeli13
Total
Notes:
1
Fees are exclusive of value-added tax (VAT) which is added for directors who are registered
for VAT.
2
Paid in US dollar or home country currency as appropriate.
3
Exchange rate for conversion from US dollar to ZAR will be fixed for a period of 12 months to
prevent exchange rate fluctuations in the actual fees paid for the ensuing 12-month period.
4
Also applies to any ad hoc Committee constituted by the Board from time to time.
Notes
Fees exclude VAT.
Board and Committee fees are based in USD, thus impacted by the USD/ZAR foreign exchange
rates as determined from time to time. For non-Executive Directors permanently residing outside
of the UK, Europe and North America, effective 1 January 2024, the exchange rate from US$ to
the currency paid in, was fixed for the following 12 month period using the average exchange
rate from July 2022 to October 2023. Effective 1 January 2025, the exchange rate was fixed for the
period using the average exchange rate from July 2023 to December 2024. A cost-of-living factor
is also applied to the fees for these directors.
3
Mr Nkosi resigned from the Board, effective 10 November 2023.
4
Ms Dube was appointed as Chairman of the Sasol Limited Board, effective 13 September 2024.
5
Mr Westwell retired from the Board effective 1 June 2024.
6
Dr Flöel was appointed as Lead Independent Director effective 13 September 2024.
7
Ms Harper was appointed as member of Remuneration Committee effective 14 September 2024.
Ms Harper was a member of the Capital Investment Committee until 30 April 2025 and received
a pro rata portion of the Committee fee in Q4 FY25.
8
Mr Eyton was appointed as a Sasol Limited NED and member of the Capital Investment and
Safety, Social and Ethics Committees, effective 1 September 2024 and received a pro rata
portion of the Board and Committee fees in Q1 FY25. Mr Eyton was appointed as the Chairman
of the Safety, Social and Ethics Committee and member of the Audit Committee, effective
14 September 2024.
9
Mr Cuambe was a member of the Capital Investment Committee until 30 April 2025 and
was appointed as a member of the Nomination Governance Committee effective 1 May 2025.
Mr Cuambe was appointed as the Chairman of the Capital Investment Committee, effective
6 June 2025. The Q4 FY25 payment was pro rated accordingly for these Committee memberships.
10
Mr Schierenbeck resigned from the Board effective 31 October 2023.
11
Mr Cumming was appointed as the Chairman of the Remuneration Committee and member of
the Nomination Governance Committee, effective 1 September 2024. A pro rata portion of the
Remuneration Committee member, Remuneration Committee Chair and Nomination Governance
Committee fees were paid in Q1 FY25. Mr Cumming was a member of the Capital Investment
Committee until 30 April 2025 and received a pro rata portion of the Committee fee in Q4 FY25.
Mr Cumming resigned from the Sasol Limited Board on 6 June 2025.
12
Ms Matyumza retired from the Board effective 8 September 2024. A pro rata portion of the Board
and Committee fees were paid in Q1 FY25.
13
Ms Nkeli retired from the Board effective 31 August 2024. A pro rata portion of the of Board and
Committee fees were paid in Q1 FY25.
1
Board
Meeting
Fees2
R’000
Lead
Independent
Director
Fees2
R’000
Ad Hoc or
special purpose
Committee
Board
Fees2
Committee2
R’000
R’000
–
6 671
–
2 221
2 203
–
–
–
744
–
–
–
–
1 269
883
1 935
1 933
–
1 957
1 957
1 957
321
321
–
–
–
–
–
–
–
–
21 476
744
2
Total
20251
R’000
Total
20241
R’000
–
–
–
–
–
–
6 671
–
4 234
3 086
1 936
4 268
5 612
3 543
3 109
1 154
673
–
1 025
607
960
100
137
–
–
–
–
–
–
–
–
3 089
2 606
–
2 982
2 564
2 917
421
458
–
2 685
975
2 723
2 338
217
2 338
2 547
6 808
–
29 028
32 291
SASOL INTEGRATED REPORT 2025 166