REMUNERATION REPORT Continued 10.LOANS There were no loans made to KMP or entities related to them, including their personally related parties, or other transactions at any time during FY2017or FY2018. 1 1 .DEALING IN SECURITIES Under the Securities Dealing Policy, directors and senior executives are prohibited from entering into hedging arrangements with respect to the Company’s securities. A copy of the Securities Dealing Policy is available on the Myer Investor Centre website. 12.NON-EXECUTIVE DIRECTOR REMUNERATION Fees and payments to non-executive directors reflect the demands upon and responsibilities of those directors. The Board, on the recommendation of the Committee, reviews non-executive directors' fees and payments at least once a year. As part of that review, the Board considers the advice of independent remuneration consultants in relation to: • Chairman’s fees and payments; • non-executive directors’ fees and payments; and • payments made in relation to the Chairman of committees or for other specific tasks that may be performed by directors. Non-executive directors’ fees are determined within an aggregate directors’ fee pool limit as approved from time to time by Myer shareholders at the Annual General Meeting. The maximum aggregate limit includes superannuation contributions for thebenefit of non-executive directors and any fees which a non-executive director agrees to sacrifice for other benefits. It does not include reimbursement of genuine out-of-pocket expenses, genuine special exertions fees paid in accordance with the Company’s constitution, or certain issues of securities under ASX Listing Rule 10.11 or 10.14, with the approval of shareholders. The current maximum aggregate fee pool limit is $2,150,000 per annum. The aggregate fee pool limit has not changed since the Company was listed in November 2009. Base fees for non-executive directors include payment for participation on Board Committees, however an additional payment is made to those who serve as Chairman on a committee to recognise the additional responsibility and time requirements involved in chairing a committee. As discussed in Section 2, the Chairman and non-executive directors’ fees have been reduced to align them with market practice for companies with a similar market capitalisation. The Chairman fee was initially reduced from $400,000 in FY2017 to $350,000 from the start of FY2018. The Chairman fee, along with other non-executive directors’ fees, the Audit Finance and Risk Committee and Human Resources and Remuneration Committee Chairman feeswere subsequently reduced from21 March 2018onwards. The following yearly fees applied in FY2018: Base annual fees 30 July 201721 March 2018 –20 March 2018 –28 July 2018 Chairman (all inclusive) $350,000 $300,000 Other non-executive directors $150,000 $120,000 Additional annual fees Deputy Board Chairman $25,000 - Audit Finance and Risk Committee –Chairman $30,000 $20,000 Audit Finance and Risk Committee –member - - Human Resources and Remuneration Committee –Chairman $22,500 $20,000 Human Resources and Remuneration Committee –member - - Nomination Committee –Chairman - - Nomination Committee –member - - Non-executive directors are not entitled to any additional remuneration upon retirement. Superannuation contributions required by legislation are made from the fee paid to directors and fall within the aggregate fee pool limit. Non-executive directors do not receive performance based pay. However, they are able to purchase shares in the Company, which can be acquired on market during approved trading ‘windows’ for share trading consistent with the Company’s Securities Dealing Policy. Each non-executive director will target the purchase of a shareholding in the Company that, as at the date of the last purchase, is equivalent to at least one year’s non-executive director’s base fees, progressively over three years from the date of their appointment, for new non-executive directors, and within three years from April 2018 for existing non-executive directors. 46 Myer Annual Report 2018