16.2 Remuneration Framework 
The executive remuneration and reward framework consists of: 
 TFR comprising base salary and superannuation; 
 short term incentives (STIs); 
 long term incentives (LTIs); and 
 other benefits such as insurances. 
In addition, where market circumstances require it, sign-on and retention bonuses are also provided as part of the overall 
remuneration package of KMP. 
16.2.1 Total Fixed Remuneration 
TFR comprises base salary inclusive of superannuation. TFR is set at a level intended to attract and retain appropriately 
qualified executives and is determined with reference to role responsibilities, experience and prevailing market conditions. 
TFR for senior executives is reviewed annually to ensure the executive’s remuneration is competitive with the market. An 
executive’s TFR is also reviewed on promotion.  There are no guaranteed TFR increases included in any senior executive 
contracts. 
In accordance with regulatory requirements relating to superannuation, directors and employees are permitted to nominate 
a superannuation fund of their choice to receive superannuation contributions.  
16.2.2 Short Term Incentives 
The STI plan is designed to reward executives for the achievement of annual performance targets that are aligned with the 
Company’s strategy and support the progression of its exploration and development assets and longer-term shareholder 
value creation. The STI plan, including the annual performance objectives, are reviewed annually by the Remuneration 
Committee and approved by the Board. All awards to KMP are assessed and recommended by the Remuneration Committee 
and approved by the Board. 
For 2025, the Managing Director was  eligible to earn up to 50% of Total Fixed Remuneration (TFR) under the STI Plan. Other 
KMP were eligible to earn between 40 to 45%  of TFR. Other senior Managers of the Group can earn up to 25-45% of TFR 
under the Plan.  
The annual performance targets are based on challenging goals with a mix of both Company performance and project 
specific targets. Given its status as a pre-revenue exploration and development focused entity, the Company does not 
consider that financial targets such as net profit are relevant measures for it’s STI plan. The STI plan has a gateway with no 
award being made in the event of fatality, permanent disabling injury and/or material environmental breach. The Group’s 
key STI performance measures for the year ending 31 December 2025 are summarised below;  
 effective management of environmental conditions and safety performance; 
 community and land owner engagement in Brazil; 
 achievement of drilling program objectives for the Boi Novo project; 
 achievement of key deliverables in relation to the licensing, value added feasibility study, offtake and other 
development activities of the Jaguar Nickel Project; and 
 achievement of value adding outcomes for the Jambreiro Iron Ore Project. 
Details of STI incentives awarded during the year are provided in Section 16.6. 
16.2.3 Long Term Incentives 
LTIs may be granted from time to time to reward performance in the realisation of longer term strategic outcomes and long-
term growth in shareholder wealth and to ensure the retention of KMP. Options or performance rights may be utilised to 
deliver long term incentive awards. The Board has discretion to grant options or performance rights for no consideration. 
Options or performance rights do not carry voting or dividend entitlements.  Information on share options granted during 
the year is set out in Section 16.8. 
During the period, KMP were granted options with no exercise price which are subject to vesting conditions related to 
achieving performance targets measured over a three-year period. The options were issued under the Company’s ESIP and 
under ASX Listing Rule 10.11 to executive directors. KMP, other than the Managing Director and the Brazil Country Manager, 
were issued with options up to the value of 60% of TFR whilst the Managing Director and the Brazil Country Manager were 
issued with options up the value of 100% and 70% of TFR respectively. 
The ESIP is approved by shareholders for a 3-year period with vesting conditions set by the Board on an annual basis in order 
to ensure responsiveness to changes in business circumstances. 
38
ANNUAL REPORT     CENTAURUS METALS LIMITED
CENTAURUS METALS ANNUAL REPORT 2025

View this content as a flipbook by clicking here.