REMUNERATION REPORT  (CONTINUED) C. NON-EXECUTIVE DIRECTOR KMP  REMUNERATION  (continued) 2. Structure  (continued) their participation in the DSP each calendar year. The various allotments  during the year under the DSP are set out in the table below. The details of the fixed and variable components (and the relevant  percentages) of each individual Executive KMP of the Company and the  Group are set out on pages 19 and 20 of this Report. The remuneration and terms and conditions of employment for the  Executive Director KMP and the Executive Committee KMP are set out in  individual contracts of employment. The details of each contract of the  relevant Executive KMP are outlined in section E of this Report. The level of fixed pay is set so as to provide a base level of compensation  which is fair, reasonable and appropriate to the seniority of the position and  to be competitive in the market. Fixed pay (defined as the base  compensation payable to an individual and which is not dependent on the  outcome of specific criteria) is reviewed annually by the Remuneration  Committee, taking into account other elements of the compensation mix,  such as STI bonus and LTI arrangements. The Remuneration Committee is responsible for approval of the level of  fixed pay for Executive KMP and all other senior corporate and divisional  executives. No specific remuneration review was undertaken during the  year by the Company, however during the prior year the Remuneration  Committee commissioned a survey-based market benchmarking review  from a remuneration consultant, Mercer (Australia) Pty. Ltd., for Mr. David  Kindlen, the Group’s Chief Information Officer, for which the Company paid  $2,800. At the direction of the Remuneration Committee, the consultant  was factually briefed by the Company’s Finance Director, Ms. Julie Raffe, to  whom Mr. Kindlen reports. The 2013 review was conducted without  Mr. Kindlen’s knowledge and no contact was made by the consultant with  Mr. Kindlen for the purposes of conducting the review and accordingly the  Company is satisfied that that the remuneration recommendation was  made free from undue influence by Mr. Kindlen. During the year other  remuneration advice was provided to the Group by the consultant mainly for  the provision of market remuneration data for salaried staff other than for  KMP, for which the Company paid $5,600 (2013: $5,055). The various share, option and ‘in substance option’ entitlements of all  Directors are advised to ASX in accordance with the Listing Rules and the  Act requirements and are set out on page 11 of the Directors’ Report. The remuneration of Non-Executive Director KMP for the periods  ending 30 June 2014 and 30 June 2013 are detailed on pages 19 and 20  of this Report. The names and positions of the Executive KMP of the Group for the period  ending 30 June 2014 and 2013 are detailed on page 18 of this Report. The Company aims to reward the Executive Director KMP and Executive  Committee KMP with a level and mix of remuneration commensurate with  the seniority of their position and responsibilities within the Group, so as to: In determining the level and make-up of Executive KMP compensation, the  Remuneration Committee seeks independent advice of external  consultants as required from time to time to advise on market levels of  compensation for comparable roles in the entertainment industry. The  proportion of fixed pay and variable compensation (potential short term and  long term incentives) is monitored by the Remuneration Committee, taking  into account the Group’s then present circumstances and its future  short-term and longer-term goals. The compensation of Executive Director KMP and Executive Committee  KMP consists of the following key elements: For the Executive Director KMP and the Executive Committee KMP the  objective of the STI bonus program is to link the achievement of the Group’s  annual operational targets with the compensation received by the Executive  Director KMP and the Executive Committee KMP charged with meeting  those targets, as well as relevant personalised individual targets for  Executive Committee KMP. The total potential STI bonus available is set at  a level so as to provide appropriate incentive to the Executive Committee  KMP to achieve the operational targets set by the Group and such that the  cost to the Group is reasonable in the circumstances. The STI bonus  program is also available to other non-KMP executives. The fixed compensation component of each Executive Director KMP and  Executive Committee KMP for the periods ended 30 June 2014 and 30 June  2013 is detailed on pages 19 and 20 of this Report. The Executive Director KMP and Executive Committee KMP receive their  fixed (primary) compensation in a variety of forms including cash,  superannuation and, where applicable, taxable value of fringe benefits such  as motor vehicles and other non-monetary benefits. The fixed  compensation component is not ‘at risk’ but is set by reference to  competitive industry expectations and the scale and complexity of the  different businesses together with appropriate benchmark information for  the individual’s responsibilities, performance, qualifications, experience  and location. The STI is designed so that a large portion of an executive’s individual  remuneration is ‘at risk’ against meeting targets linked to the Group’s  annual performance and mid-term business objectives, weighted so that  the more senior the executive the larger the proportion of remuneration  that is at risk. For the Executive Committee KMP, their STI is a blend of  financial KPIs applicable to the Group together with personal KPIs based on  the relevant responsibilities of each role, whereas the Executive Director  KMP’s STI bonus is based solely on CFROI and EPS financial KPIs. All Executive Committee KMP, as well as other corporate and divisional  executives, are eligible to participate in the Group’s annual STI bonus  scheme after at least six months of service. Actual STI bonus payments  made to the Executive Director KMP and to each Executive Committee KMP  depend on the extent to which pre-determined financial performance  benchmarks and/or other individual financial or non-financial criteria set at  the beginning of each financial year, are met. On 29 November 2013 Mr. Graham Burke and Mr. Robert Kirby both became  Co-Executive Chairman and Co-Chief Executive Officer of VRL with no  change to their remuneration arrangements other than Mr. Burke’s  $1.0 million annual performance bonus being shared equally between  Mr. Burke and Mr. Kirby. This change in titles was in recognition that both  Mr. Kirby and Mr. Burke work closely together as a highly effective team  beyond the traditional roles and boundaries of individual Chairman and  CEO. The change also reflects that Mr. Kirby and Mr. Burke effectively share  both positional functions between them. The flexibility that the joint titles  brings to Mr. Kirby and Mr. Burke also facilitates enhanced senior executive  input into the day-to-day operations of the Company with both men  primarily concentrating their various efforts in different parts of the  Company’s businesses. 4. Variable Compensation — Short Term Incentive (“STI”) Bonus 1. Objective D. EXECUTIVE KMP COMPENSATION 2. Structure – Short Term Incentive Bonus (“STI”); and – Long Term Incentive (“LTI”). – Variable Compensation: – Other compensation such as post employment compensation (including  superannuation); – Short term, fixed compensation; – ensure total compensation is competitive by market standards for the  relevant industry. – link their rewards to the strategic goals and performance of the Group;  and – align the interests of the Executive Committee KMP with those of the  Company and of its shareholders; – reward for achievement of annually set personal performance criteria; – reward for Group financial performance against targets set by reference  to appropriate benchmarks; Name Allotment Date No. shares Issue Price P.D. Jonson 9 September 2013 December 2013 11 March 2014 10 June 2014 1,984 1,707 684 644 $6.30 $7.32 $7.30 $7.76 T.M. Antonie 9 September 2013 December 2013 952 819 $6.30 $7.32 R. Le Tet 9 September 2013 December 2013 11 March 2014 10 June 2014 5,555 4,781 4,794 4,510 $6.30 $7.32 $7.30 $7.76 3. Fixed Compensation (a) Objective (a) Objective (b) Structure (b) Structure 22 VILLAGE ROADSHOW LIMITED CLOSE FILE X