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28

AXIOM MINING LIMITED

ANNUAL REPORT 2015

Directors’ report

continued

GROUP FINANCIAL REPORT

Remuneration report (continued)

c. Performance rights plan

Director, Executive and Employee Performance Rights Plan

The establishment of the Axiom Director and Executive Performance Rights Plan was approved by shareholders at the

30 July 2010 Extraordinary General Meeting and refreshed at the Annual General Meeting (‘AGM’) held on 22 April 2013.

The Director and Executive Performance Rights Plan provide appropriate incentives for the Board and management:

to align the economic interests of the Board and management with shareholders

to keep the Board and management focused on the long term growth of the Company

to increase shareholder value by achieving certain milestones.

Under the plan, participants are granted rights that vest if certain performance conditions are met. Participation in the plan

is at the Board’s discretion. Certain employees of the Company have been granted share rights as set out in their service

agreement with the Company. Apart from these, no individual has a contractual right to participate in the plan or to receive

any guaranteed benefits.

When exercisable, each right is convertible into one ordinary share. At the AGM on 22 April 2013, shareholders approved

the issue of:

6,666,661 performance rights to Ryan Richard Mount

833,332 performance rights to Stephen Ray Williams.

Details of the rights as at 30 September 2015 are as follows:

Number of

rights

granted Grant date Expiry date

Fair value per

share at

approval date

(3)

VWAP

hurdle

(4)

Number

Vested

Directors

Stephen Williams

166,666

(1)

30/07/11

1.05

133,333

(2)

22/04/13 21/10/15

1.33

0.75

133,333

(2)

22/04/13 21/10/15

1.20

1.13

400,000

(2)

22/04/13 21/10/15

1.06

1.50

833,332

Ryan Mount

333,333 22/04/13 31/03/15

1.33

0.75

666,666 22/04/13 31/03/15

1.20

1.13

666,666 22/04/13 31/03/15

1.06

1.50

666,666 22/04/13 31/03/15

0.98

1.88

666,666 22/04/13 31/03/15

0.89

2.25

666,666 22/04/13 31/03/15

0.77

3.00

666,666 22/04/13 31/03/15

0.67

3.75

1,000,000 22/04/13 31/03/15

0.60

4.50

666,666 22/04/13 31/03/15

0.54

5.25

666,666 22/04/13 31/03/15

0.50

6.00

6,666,661

(5)

(1)

Lapsed during the year.

(2)

The VWAP hurdles relating to the rights were not met by 21 October 2015 and have lapsed.

(3)

Pre-consolidation value using a Black-Scholes option pricing model.

(4)

Post consolidation.

(5)

Cancelled post year- end as detailed in the 31 March 2015 AGM Notice of Meeting.