Nyrada Inc Annual Report 2020

Annual Report FY20 15 Remuneration report (audited) Nyrada is a Delaware incorporated company that is listed on the Australian Securities Exchange and as such is subject to remuneration disclosure requirements that are suitable for reporting in both Australia and the United States. This remuneration report forms part of the Directors’ Report and has been prepared using the requirements of section 300A of the Australian Corporations Act 2001 (Cth) as a proxy to determine the contents that the Board has chosen to report. This remuneration, which forms part of the directors’ report, sets out information about the remuneration of Nyrada Inc. key management personnel for the financial year ended 30 June 2020. The term ‘key management personnel’ refers to those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including any director (whether executive or otherwise) of the Group. The prescribed details for each person covered by this report are detailed below under the following headings: • key management personnel • remuneration policy • relationship between the remuneration policy and Group performance • remuneration of key management personnel • key terms of employment contracts. Key management personnel The directors and other key management personnel of the Group during the financial year were: Non-executive directors Position John Moore Non-executive Chairman Graham Kelly Non-executive Director Peter Marks Non-executive Director Ruediger Weseloh Non-executive Director Marcus Frampton Non-executive Director Christopher Cox* Non-executive Director Executive employees Position James Bonnar Chief Executive Officer *Christopher Cox was appointed on 7 November 2019 With the exception of Christopher Cox, the named persons held their current position for the whole of the financial year and since the end of the financial year. Remuneration policy The Company has a Remuneration and Nomination Committee, which consists of Christopher Cox (Chair of Remuneration Committee), Graham Kelly and John Moore. The remuneration policy, which is set out below, is designed to promote superior performance and long-term commitment to the Company. An overview of the Remuneration & Nomination Committee is outlined below. The Remuneration & Nomination Committee establishes, amends, reviews and approves the compensation and equity incentive plans with respect to senior management and employees of the Company, including determining individual elements of total compensation of the Chief Executive Officer and other members of senior management. The Remuneration & Nomination Committee is also responsible for reviewing the performance of the Company’s executive officers with respect to these elements of compensation. It recommends the Director nominees for each annual general meeting and ensures that the Audit & Risk Committee and Remuneration & Nomination Committee have the benefit of qualified and experienced directors.