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notes to the annual financial statements |
| group | |||||||
| 2007 | 2006 | ||||||
| Rm | Rm | ||||||
| 17. | Directors and employees | ||||||
| 17.1 | Employment costs | ||||||
| Salaries, wages, commissions and bonuses | 449.3 | 398.3 | |||||
| Retirement benefit costs | 28.2 | 35.9 | |||||
| Other employment costs | 4.1 | 5.7 | |||||
| 481.6 | 439.9 | ||||||
| 17.2 | Share-based payments | ||||||
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As the fair value of the services received cannot be measured reliably, the services have been valued by reference to the fair value of shares and options granted. The fair value of such options and shares is measured at the grant date using the Black-Scholes model. In terms of IFRS 2, share-based payments are required to be expensed over the vesting period. Any accelerated vesting of the awards and options requires immediate recognition of the unrecognised portion. In the prior year, the former ultimate holding company GUS plc indirectly sold its controlling interest in the Lewis Group. This sale resulted in a change in control and in terms of the scheme rules, the awards and options issued at date of listing vested immediately. |
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| Value of services provided: | |||||||
| In respect of share awards and options granted subsequent to date of listing (refer note 17.3) | 4.0 | 0.3 | |||||
| Charge relating to grants made at date of listing | – | 58.4 | |||||
| Total share-based payment | 4.0 | 58.7 | |||||
| R | R | ||||||
| Significant assumptions used were: | |||||||
| Weighted average share price | 46.59 | 41.64 | |||||
| Weighted average exercise price (for options only) | n/a | 41.60 | |||||
| Weighted average expected volatility | 38.3% | 28.0% | |||||
| Weighted average expected dividend yield | 4.9% | 3.6% | |||||
| Weighted average risk-free rate (bond yield curve at date of grant) | 8.6% | 7.9% | |||||
The volatilities for the options granted after the date of the listing were based on the volatility of Lewis’ share price from the date of listing to the date of granting the share awards and options. The expected volatility for the share awards and options granted at the date of listing was based on a weighted average of the volatilities of similar listed entities. |
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| 17.3 | Share incentive schemes | ||||||
The employee share incentive schemes are in operation for employees, executives and directors holding salaried employment office. The aggregate number of shares which may be utilised for these schemes shall not exceed 10% of the issued share capital of the company. In the prior year, the GUS group made available 4% of its shareholding for no consideration in order to meet the commitment of the share incentive schemes to deliver to the participants as a result of the immediate vesting of the share awards and options as a consequence of the disposal of their controlling interest. |
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| Lewis All Employee Share Scheme | No. of shares and options | ||||||
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Employees receive their share awards granted at date of listing if they have been in continued employment with the group until the vesting date. Share awards vest between two and four years after grant date. In terms of the scheme rules, the share awards and options vest immediately, should there be a change in control. |
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| Beginning of year | – | 1 101 254 | |||||
| Granted | – | 1 888 | |||||
| Forfeited | – | (51 825) | |||||
| Vested | – | (1 051 317) | |||||
| End of year | – | – | |||||
| Lewis Executive IPO Restricted Share Scheme | |||||||
Executives receive their share awards granted at date of listing if they have been in continued employment with the group until the vesting date. Share awards vest between three and five years after grant date. In terms of the scheme rules, the share awards and options vest immediately, should there be a change in control. |
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| Beginning of year | – | 1 326 448 | |||||
| Granted | – | 5 714 | |||||
| Forfeited | – | (32 702) | |||||
| Vested | – | (1 299 460) | |||||
| End of year | – | – | |||||
| Lewis Executive Share Option Scheme | |||||||
Share options are granted to selected executives. The exercise price of the options is the average market price for the last three days, including the date of the grant or, in respect of options granted at date of listing, the listing price of the group’s shares. Options vest between three and five years and must be exercised within 10 years after being granted. In terms of the scheme’s rules, the options vest immediately, should there be a change in control. |
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| Beginning of year | 841 271 | 807 829 | |||||
| Granted | – | 188 276 | |||||
| Forfeited | (89 432) | (71 123) | |||||
| Vested and exercised by payment of consideration | (89 423) | (83 711) | |||||
| End of year | 662 416 | 841 271 | |||||
| R | R | ||||||
| Average exercise price of outstanding options | 28.00 | 30.89 | |||||
| Lewis Executive Performance Scheme | |||||||
In terms of the scheme, senior
executives have been offered the right to acquire shares of the group for no
consideration subject to the achievement of performance targets. The shares
will vest after three years and is conditional upon the executive still
being in the employ of the company other than in the event of death, ill
health, retirement or retrenchment. |
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| No. of shares and options | |||||||
| Beginning of year | – | – | |||||
| Granted | 205 400 | – | |||||
| Forfeited | (19 761) | – | |||||
| Vested | – | – | |||||
| End of year | 185 639 | – | |||||
| Lewis Co-investment Scheme | |||||||
Senior executives are eligible
for an annual bonus based on achievement of performance targets. These
eligible executives can elect to invest all or part of their net bonus in
the group’s shares (“invested shares”). |
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| The grant in respect of the matching share option is as follows: | |||||||
| Beginning of year | – | – | |||||
| Granted | 111 329 | – | |||||
| Forfeited | (14 672) | – | |||||
| Vested | (7 335) | – | |||||
| End of year | 89 322 | – | |||||
Invested shares paid for through the investment of executives’ net bonuses amounted to 53 592 shares. These shares are held by the Trust on the executives’ behalf. |
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| 17.4 | Directors’ emoluments | R | R | ||||
| Non-executive directors | |||||||
| Fees as directors | |||||||
| D M Nurek | 440 000 | 225 000 | |||||
| H Saven | 310 000 | 215 000 | |||||
| B van der Ross | 230 000 | 130 000 | |||||
| F Abrahams | 210 000 | 67 000 | |||||
| D Tyler (payable to GUS Holdings BV) | – | 43 500 | |||||
| 1 190 000 | 680 500 | ||||||
| Executive Director – A J Smart (paid by subsidiary) | |||||||
| Salary | 2 000 000 | 1 690 000 | |||||
| Bonuses | 1 690 000 | 1 444 670 | |||||
| Contributions to pension scheme | 320 000 | 270 400 | |||||
| Contribution to medical aid | 37 362 | 32 736 | |||||
| Other material benefits | 158 400 | 117 744 | |||||
| 4 205 762 | 3 555 550 | ||||||
| No. of shares and options | |||||||
| Outstanding share awards and options – A J Smart | |||||||
Share options awarded under the Lewis Executive Share Option Scheme vested as a consequence of the disposal of its controlling interest by GUS in the prior year. The exercise price of these options are R28.00. In terms of a written undertaking, A J Smart agreed not to dispose of any shares he may become entitled to under these awards prior to 1 October 2007. |
219 428 |
219 428 |
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Share award under Lewis Executive Performance Scheme granted on 30 June 2006 (refer to note 17.3). |
44 573 |
– |
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Matching share options under Lewis Co-investment Scheme granted on 30 June 2006 (refer note 17.3). The Trust holds 21 806 shares on his behalf by virtue of his investment of his net bonus for 2006 into the scheme. |
36 344 |
– |
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