(a) Specified Directors 26. Specified Director and Specified Executive Disclosures (b) Specified Executives of the Santos Group (c) Remuneration of Specified Directors and Specified Executives Non-executive Directors Executive Directors The Managing Director, Mr J C Ellice-Flint, is currently the only Executive Dir ector. Mr J C Ellice-Flint has an executive service agreement with the Compan y which continues until terminated by either party in accordance with the agreement. His remuneration comprises a base salary reviewed annually and an annu al bonus calculated on a formula that includes components to measure the growth of profitability, exploitable reserves and share price. He also has an entitlement to 1,000,000 Restricted Shares, details of whi ch are described in note 18(h) to the financial statements and holds 3,000,000 options under the Santos Executive Share Option Plan. If the Company terminates Mr J C Ellice-Flint’s appointment without cause , the Company may at its option, in lieu of part or all of the notice period of 24 months, pay to him an amount equal to a proportion or m ultiple of his annual base salary and the current year’s potential bonus (excluding the application of any performance condition) at the tim at which notice is given. Annual Report 2004 75 The Directors determined to cease retirement allowances to non-executive Directors effective from 30 June 2004. Non-executive Directors appointed before 1 January 2004 are entitled to receive benefits accrued to that date , payable upon ceasing to hold office as a Director. The retirement payment (inclusive of superannuation guarantee charge entitlements) is ma de pursuant to an agreement entered into with each non-executive Director on terms approved by shareholders at the 1989 Annual General M eeting. These benefits have been fully provided for by the Company. Within the aggregate amount (being $1,500,000 per year) approved by shareholders at the Annual General Meeting of the Company held on 7 May 2004, the fees of the Chairman and non-executive Directors ar set at levels which represent the responsibilities of and the time commitments provided by those Directors in discharging their duties Regard is also had to the level of fees payable to non-executive Directors of comparable companies. Non-executive Directors’ fees were increased effective 1 July 2004. Non-executive Directors, other than the Chairman, who are members of Board committees receive additional fees. Non-ex ecutive Directors may not participate in any of the Company’s bonus, share or option plans. The Remuneration Committee of the Board is responsible for reviewing th e remuneration policies and practices of the Company including: the compensation arrangements for the Managing Director and senior manage ment; the Company’s superannuation arrangements; employee share and option plans; and the fees for non-executive Directors. All Specified Executives are employed by Santos Ltd. The following persons were the six executives with the greatest authority for the strategic direction and management of the Santos Group (“Specified Executives”) during the financial year: Name Position Gouadain, Jacques Elie Vice President – Geoscience and N ew Ventures Moore, Paul Derek Vice President – Development Pr ojects and Technical Services Wasow, Peter Christopher Chief Financial Officer Wilkinson, Richard John Vice President – Gas Marketing an d Commercialisation Wood, Bruce James Vice President – Strategic Projects Young, Jonathon Terence Executive Vice President – Operati ons Barnett, Peter Charles Non-executive Director Conroy, Francis John Non-executive Director (retired 14 December 2004) Ellice-Flint, John Charles Managing Director Gerlach, Stephen Chairman and non-executive Dir ector Harding, Richard Michael Non-executive Director (appointed 1 March 2004) McGregor, Graeme William Non-executive Director O’Leary, Michael Anthony Non-executive Director Sloan, Judith Non-executive Director The following persons were Specified Directors of Santos Ltd during th financial year: