MEETINGS OF DIRECTORS  The numbers of meetings of the Company’s Board  of Directors and each Board Committee held during  the period ended 26 June 2004, and the numbers  of meetings attended by each Director were:  Fees and payments to Non-Executive Directors  reflect the demands which are made on, and the  responsibilities of, the Directors. Non-Executive  Directors’ fees and payments are reviewed  annually by the Board. The Chairman’s fees are  determined independently to the fees of non- executive directors based on comparative roles in the external market. The Chairman is  not present at any discussions relating to  determination of his own remuneration. Non-Executive Directors do not receive share  options. Non-Executive Directors may opt  each year to receive a percentage of their  remuneration in Super Cheap Auto Group Limited  shares, which would be acquired on-market. Non-Executive Directors’ fees are determined  within an aggregate Directors’ fee pool limit,  approved by shareholders which is currently  $280,000. The current base remuneration was established on 19 May 2004. The Director's fees are inclusive  of Committee fees. Principles used to determine the nature and  amount of remuneration The broad remuneration policy is to ensure  remuneration properly reflects the relevant  person’s duties and responsibilities and that the remuneration is competitive in  attracting, retaining and motivating people of the highest quality. The Board believes that the best way to achieve  this objective is to provide Senior Executives  with a remuneration package consisting of fixed  components (salary and superannuation) which  reflect the individual’s responsibilities,  duties and personal performance plus annual  bonuses which reward both individual and company  performance each year. A proportion of the  bonus payments may be deferred for a period of  three years after being awarded and may be made  through the transfer of the Company’s ordinary  shares acquired by the Company on market at the  time of their award. and Risk Committee or the Board Nomination and  Remuneration Committee during the period ended 26 June 2004. The Audit and Risk Committee met on 17 August 2004. B  Number of meetings held during the time the Director held  office or was a member of the Committee during the year A  Number of meetings attended  There were no meetings of the Audit Full meetings of directors  A  B R D McIlwain 3  3  R E Thorn 4  4  R A Rowe D D McDonough 3  3  R J Wright P A Birtles  (resigned 19 May 2004)  2  2  SUPER CHEAP AUTO GROUP LIMITED ANNUAL REPORT 2004 Directors’ fees REMUNERATION REPORT  Non-Executive Directors  Super Cheap Auto Group Limited  For the period from incorporation to 26 June 2004 DIRECTORS' REPORT CONTINUED