Remuneration report

Remuneration of the Board of Directors

The General Meeting of Shareholders determines the remuneration for KMG’s Board members, which is paid to independent directors and Samruk‑Kazyna representatives. Remuneration is fixed and determined based on the Company’s scale of operations, strategic objectives, and directors’ individual responsibilities.

The remuneration methodology follows the Guidelines on Forming Boards of Directors / Supervisory Boards at Companies of Samruk‑Kazyna, which establish the procedure for determining KMG’s Board member remuneration and are designed to attract and retain qualified professionals. In 2025, KMG did not engage external consultants to determine remuneration.

Fixed remuneration for a given reporting period (quarter) is conditional on a Board member’s participation in more than half of all Board meetings held during that period (in person or in absentia), excluding absences due to illness. Where this condition is not met, remuneration for the period is not paid.

The Nomination and Remuneration Committee of the Board of Directors reviews remuneration matters as needed, including as part of the Board’s performance evaluation.

In 2025, no Board member waived remuneration to which they were entitled, and no arrangements for the future waiver of remuneration were in place.

Total remuneration paid to members of the Board of Directors in 2023–2025
2023 2024 2025
Total remuneration paid to members of the Board of Directors in USD 196,375
Total remuneration paid to members of the Board of Directors in KZT 97,215,050 207,200,000 207,200,000

Remuneration of the Management Board

KMG’s Board of Directors determines the remuneration policy and performance evaluation procedure for KMG’s Management Board members in line with the Corporate HR Management Standard of JSC Samruk‑Kazyna Group.

Total payments to Management Board members in 2025 amounted to KZT 519,091,079. This includes gross salaries (before taxes and mandatory deductions), performance‑based remuneration, and all monetary bonuses paid to members during their tenure on the Management Board in 2025, as provided for by the Remuneration Rules for the Executives of KMG approved by the Board of Directors on 11 February 2025.

Remuneration is paid to Management Board members based on annual performance evaluations, incentivising achievement of strategic and priority goals reflected in measurable, interrelated, consistent, and balanced motivational KPI scorecards.

Each motivational KPI scorecard comprises corporate and functional KPIs.

The Nomination and Remuneration Committee of the Board of Directors pre‑reviews matters related to building an effective and transparent remuneration framework.

Total remuneration paid to members of the Management Board in 2023–2025
Indicator 2023 2024 2025
Total remuneration paid to members of the Management Board in KZT 388,673,642 497,815,040 519,091,079
Remuneration report