40.

RELATED PARTIES

(a)

Subsidiaries, associates and joint ventures

The subsidiaries, associates and joint ventures of the Company are disclosed in note 43.

All transactions and balances with these related parties have been eliminated in accordance with and to the extent required by IFRS 10 Consolidated Financial Statements, IFRS 11 Joint Arrangements and IAS 28 Investments in Associates and Joint Ventures.

(b)

Key management remuneration

Key management personnel include executive directors and prescribed officers (“Executive Committee”). The total key management remuneration amounted to US$17.0 million (2017: US$17.0 million) for 2018.

The details of key management personnel, including remuneration and participation in the Gold Fields Limited share scheme and LTIP are disclosed in note 40 (c).

(c)

Directors’ and prescribed officers’ remuneration

None of the directors and officers of Gold Fields or, to the knowledge of Gold Fields, their families, had any interest, direct or indirect, in any transaction during the last three fiscal periods or in any proposed transaction which has affected or will materially affect Gold Fields or its investment interests or subsidiaries, other than as stated below.

None of the directors or officers of Gold Fields or any associate of such director or officer is currently or has been at any time during the past three fiscal periods indebted to Gold Fields.

At 31 December 2018, the Executive Committee and non-executive directors’ beneficial interest in the issued and listed stated capital of the Company was 0.1% (2017: 0.2%). No one director’s interest individually exceeds 1% of the issued stated capital or voting control of the Company.

Non-executive directors (“NEDs”)

NEDs’ fees reflect their services as directors and services on various subcommittees on which they serve.

NEDs do not participate in any of the short or long-term incentive plans and there are no arrangements in place for compensation to be awarded in the case of loss of office.

The Remuneration Committee seeks to align NEDs fees to the median of an appropriate peer group and reviews fee structures for NEDs on an annual basis. Approval is sought from shareholders after recommendation by the Board at the Annual General Meeting.

The following table summarises the remuneration for NEDs for the years ended 31 December 2018 and 2017:

Directors fees
US$’000

Board fees
Committee fees
US$’000

Total
US$’000

C Carolus

231.3

—

231.3

R Menell

150.5

—

150.5

D Ncube¹

30.7

21.3

52.0

Y Suleman

75.9

72.4

148.3

P Bacchus

80.6

61.1

141.7

S Reid

80.6

55.4

136.0

T Goodlace

75.9

38.4

114.3

A Andani

80.6

40.2

120.8

C Letton

80.6

49.8

130.4

P Mahanyele Dabengwa²

25.9

2.7

28.6

Total – 2018

912.6

341.3

1,253.9

C Carolus

216.0

—

216.0

R Menell

140.5

—

140.5

D Ncube

70.9

49.1

120.0

Y Suleman

70.9

53.3

124.2

P Bacchus

76.5

53.1

129.6

S Reid

76.5

54.1

130.6

T Goodlace

70.9

40.6

111.5

A Andani

76.5

53.3

129.8

C Letton³

51.0

20.0

71.0

G Wilson⁴

28.4

26.3

54.7

Total – 2017

878.1

349.8

1,227.9

¹	Retired from the Board at end May 2018.

²	Appointed to the Board in September 2018.

³	Fees in respect of the 2017 year were paid as a lump sum in January 2018.

⁴	Retired from the Board at end of May 2017.

Executive Committee

The following table summarises the remuneration for executive directors and prescribed officers for the years ended 31 December 2018 and 2017: (Details of the remuneration are further described in the Remuneration Report)


	Salary¹ US$’000		Pension fund contribution US$’000		Cash incentive²US$’000		Other³US$’000		Share- based payment expense⁴US$’000		LTIP expense⁴US$’000		Total US$’000
Executive directors
N Holland		1,251.6		26.5		661.5		—		1,654.8		25.5		3,619.9
P Schmidt		626.6		48.2		306.2		2.1		876.2		25.3		1,884.6

		1,878.2		74.7		967.7		2.1		2,531.0		50.8		5,504.5

Prescribed officers
L Rivera⁵		668.8		72.8		132.9		386.8		202.6		—		1,463.9
A Baku⁶		808.0		185.8		634.8		68.0		990.4		25.5		2,712.5
R Butcher		384.5		37.3		192.4		—		238.5		—		852.7
N Chohan		367.2		26.5		213.9		1.8		341.1		6.9		957.4
B Mattison⁷		453.6		26.5		271.9		2.5		545.1		16.4		1,316.0
T Harmse		369.7		26.5		215.3		7.8		433.5		13.9		1,066.7
A Nagaser		243.3		27.0		131.1		0.4		185.8		5.0		592.6
S Mathews⁸		438.2		29.5		289.4		4.9		399.2		10.9		1,172.1
M Preece		541.7		26.5		168.8		0.4		113.0		—		850.4
R Bardien⁹		274.3		24.3		150.5		106.1		—		—		555.2

		4,549.3		482.7		2,401.0		578.7		3,449.2		78.6		11,539.5

Total – 2018		6,427.5		557.4		3,368.7		580.8		5,980.2		129.4		17,044.0

Executive directors
N Holland		1,186.9		26.3		1,002.2		—		1,264.3		158.8		3,638.5
P Schmidt		588.6		48.2		542.7		4.0		674.8		141.8		2,000.1

		1,775.5		74.5		1,544.9		4.0		1,939.1		300.6		5,638.6

Prescribed officers
L Rivera⁵		626.3		48.4		270.4		253.3		156.8		—		1,355.2
A Baku⁶		784.7		180.5		719.8		150.2		784.3		146.8		2,766.3
R Butcher		353.0		37.9		278.5		—		178.9		—		848.3
N Chohan		342.8		26.3		288.3		3.3		261.4		40.3		962.4
B Mattison⁷		426.7		26.3		369.9		1.0		426.9		93.9		1,344.7
T Harmse		344.7		26.3		290.1		6.8		342.2		78.2		1,088.3
A Nagaser		228.1		25.3		192.0		0.7		143.7		24.9		614.7
S Mathews⁸		397.5		21.2		326.1		10.0		316.4		59.5		1,130.7
M Preece		338.2		16.6		—		—		63.5		—		418.3
L Samuel¹⁰		384.3		17.5		—		198.9		—		—		600.7
R Weston¹¹		102.0		4.5		—		7.6		34.4		—		148.5
N Muller¹²		129.4		6.6		—		34.0		—		—		170.0

		4,457.7		437.4		2,735.1		665.8		2,708.4		443.6		11,448.0

Total – 2017		6,233.2		511.9		4,280.0		669.8		4,647.5		744.2		17,086.6

¹	The total US$ amounts paid for 2018, and included in salary were as follows : NJ Holland US$406,700 (2017: US$396,500), P Schmidt US$124,150 (2017: US$121,000) and B Mattison US$88,217 (2017: US$86,000).

²	The annual bonuses for the year ended 31 December 2017 and 31 December 2018 were paid in February 2018 and February 2019, respectively.

³	Other payments include special bonuses and incidental payments unless otherwise stated.

⁴	The share-based payment and LTIP expenses are calculated in terms of IFRS and are not the cash amounts paid. For details of the cash amounts paid, refer the remuneration report.

⁵	Other payments for 2018 relate to cash in lieu of 2016 share award paybale upon vesting in March 2019 and 2017 relate to a legislative bonus.

⁶	Other payments for 2018 relate to a profit share bonus payment and 2017 relates to a leave allowance.

⁷	Other payments for 2018 relate to a service award.

⁸	Other payments for 2018 relate to a bonus payment in lieu of most improved operation bonus scheme

⁹	Appointed on 1 February 2018. Other payments for 2018 relate to a sign-on-bonus.

¹⁰	Resigned 31 July 2017. Other payments for 2017 include a payment in lieu of notice.

¹¹	Retired 28 February 2017.

¹²	Resigned 31 March 2017.