Notice to the Members of the Annual General Meeting and CVs of Candidates standing for election (continued) PPS Integrated Report 2021 Notice to the Members of the Annual General Meeting | 224 EXPLANATORY NOTE ON THE APPOINTMENT OF THE TRUSTEES The Trust Deed provides for a maximum of 20 Trustees, all of whom are appointed in accordance with the Trust Deed. There are currently 10 elected Trustees, of whom four are required to retire by rotation in terms of clause 7.2.1 of the Trust Deed. Following these retirements by rotation, there will be six elected trustees in office. In terms of clause 5.3.1 of the Trust Deed, a maximum of ten Trustees may be appointed by the members in general meeting. There are therefore four vacancies and there are nine nominees for these vacant positions (including the three Trustees who retire by rotation and who offer themselves for re-election and appointment). The Trust Deed provides that: (i) Each candidate will be voted upon by a separate election resolution and if the election resolution is not approved then that candidate is not appointed. (ii) If the number of candidates whose election resolutions are approved exceeds the above-mentioned number of vacancies, the result of the voting shall be determined in accordance with the number of votes cast in favour of each approved election resolution so that the vacancies will be filled by those candidates whose approved election resolutions received the highest number of favourable votes. 4. To elect the Audit Committee of the Trust by ordinary resolution. The following trustees, who meet the requirements of paragraph 26.1 of the Trust Deed, nominated by the Group Nominations Committee and recommended by the Board, have offered themselves for election: 4.1 Ms D L T Dondur 4.2 Mr P Ranchod 4.3 Prof H E Wainer 5. To approve, by special resolution, the following remuneration of the trustees (exclusive of VAT) for the period commencing 1 July 2022 until such time as this remuneration is amended by a further special resolution: ~remuneration of the chairman, comprising an annual retainer of R513 450 and an attendance fee of R22 185 per meeting; ~remuneration of the deputy chairman, comprising an annual retainer of R342 300 and an attendance fee of R16 639 per meeting; ~remuneration of the co-opted members of the Board of Trustees, comprising an annual retainer of R256 725 and an attendance fee of R11 093 per meeting; ~remuneration of the remainder of the members of the Board of Trustees, comprising an annual retainer of R171 150 and an attendance fee of R11 093 per meeting; ~remuneration of the chairman of the Trust Audit Committee, being an attendance fee of R27 731 per meeting; ~remuneration of the members of the Trust Audit Committee, being an attendance fee of R13 866 per meeting; ~remuneration of the chairman of the Group Nominations Committee, being an attendance fee of R27 731 per meeting; ~remuneration of the deputy chairman of the Group Nominations Committee, being an attendance fee of R20 798 per meeting; and ~remuneration of the members of the Group Nominations Committee, being an attendance fee of R13 866 per meeting.
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