Kangaroo Island Plantation Timbers : Shareholder approval sought for director remuneration

Microsoft Word - Shareholder approval sought for directors' remuneration 18 Jan 2016

The Manager

Companies Announcements Office Australian Securities Exchange

18 January, 2016

Shareholder approval to be sought for directors' remuneration

The Board has determined that, at the next general meeting of the Company, it will seek shareholder approval to augment directors' existing remuneration through the issue of performance rights, triggered by meeting certain thresholds in the volume- weighted average price (VWAP) of the Company's shares.

The rationale for this is to provide the Managing Director and the Non-Executive Directors of the Company with increased remuneration in recognition of the additional duties of the respective directors, and to incentivize them to align their interests more closely with those of shareholders.

As part of this process, the Company intends to implement a Performance Rights Plan and to obtain shareholder approval in accordance with the ASX Listing Rules.

If the Plan is approved by shareholders, the three Non-Executive Directors and the Managing Director would be granted performance rights under the proposed Plan, the details of which are summarized in the table below:

20 Business Day VWAP Shares to be issued to Managing Director Shares to be issued per Non-Executive Director* Total

$15.00 or above	35,000	11,667	70,001
$20.00 or above	30,000	10,000	60,000
$25.00 or above	25,000	8,333	49,999

*The Plan would apply to three non-executive directors and therefore the figures represented in this column have been multiplied by three and added to those applying in respect of the Managing Director to calculate the totals in the last column.

It is intended that the proposed changes have effect from the date of this announcement and apply to the directors currently in office. The performance rights shown in the table above, issued under the proposed Plan, would expire on 18 January 2019, being three years from the date of this announcement.

Performance rights awarded under the Plan would vest into shares in the Company on a one-to-one basis, upon satisfaction of the vesting requirements, but only if the person remains a Director of the Company. Shares issued under the Plan would remain in escrow for 12 months from the date of issue.

79 Angas Street, Adelaide SA 5000

T [phone] F [phone]

The Board has chosen to announce its intentions today to ensure that trading in the Company's shares continues to take place in a fully-informed market. Full details of the proposed Plan and enabling resolution will be published in advance of the Company's next general meeting. Directors and their associates would be excluded from voting on the resolution, other than through the exercise, by the Chair of the meeting, of undirected proxies.

During the life of the Plan, the remuneration of any new or additional non-executive directors would be negotiated as a separate matter and be the subject of a separate announcement.

Sincerely,

Victoria Allinson Company Secretary