Gaines returns to FMG exec role

Elizabeth Gaines will be paid a $1.2 million salary after taking up a part-time executive director role at Fortescue Metals Group, less than one year after retiring as chief executive.

Ms Gaines became a non-executive director and global ambassador for the group last August, after a four-year stint leading the company.

FMG said the global ambassador role had required significantly more time and commitment than was originally anticipated.

It said she would transition into a part-time executive director role, in order to “recognise and secure Ms Gaines’ commitment to Fortescue, consistent with good corporate governance”.

Ms Gaines will also remain on the board as a director.

She will be one of several executives reporting to executive chairman and company founder Andrew Forrest.

These include Fiona Hick, who was recruited last year as chief executive Fortescue Metals, giving her responsibility for the company’s mining operations.

Ms Hick’s remuneration has not been disclosed.

Also reporting to Mr Forrest is Mark Hutchinson, the chief executive of FMG’s green energy arm, Fortescue Future Industries.

Neither Ms Hick nor Mr Hutchinson are on the board of parent company FMG.

Ms Gaines new highly-paid role adds to the unusual remuneration structure on FMG’s board.

She will be paid an annual salary of $1.26 million, inclusive of her director fees and superannuation entitlements.

Her employment agreement specifies her role as global ambassador is “to promote the strategic business objectives of the group globally with governments, the finance industry and industry generally”.

Ms Gaines’ new base salary compares to her $2.1 million base salary when she was chief executive.

After adding in bonuses and equity incentives, her total statutory remuneration last financial year was $6.6 million.

She will become the second highly-paid director on FMG’s board.

The company’s non-executive deputy chair Mark Barnaba was paid $1.1 million last financial year.

His remuneration was increased to that level after he took on extra responsibilities at a time when Mr Forrest held a non-executive role and was more focused on his private philanthropic activities.

Mr Forrest became executive chairman in August last year when Ms Gaines stepped down.

Another unusual feature of FMG’s remuneration policy is that Mr Forrest (who is also the company’s major shareholder) is not paid a salary or any board fees.

As well as her FMG roles, Ms Gaines is deputy chair of Greatland Gold, which counts Mr Forrest’s private company Wyloo Metals as a major backer, and the West Coast Eagles.

Mr Barnaba is the chair of Greatland Gold.

FMG also announced today that Jenn Morris has resigned as a non-executive director with effect from June 30.

Ms Morris was appointed to the board as a non-executive director in November 2016.

She has been the chair of the remuneration and people committee since February 2020 and a member of the audit, risk management and sustainability committee since August 2017.

Her total FMG remuneration last financial year was $282,000.

Ms Morris holds several other board roles, at ASX companies Liontown Resources and Sandfire Resources and broking firm Argonaut.

Mr Forrest thanked Ms Morris for her contribution and said her vitality, energy and passion would be missed.

Commenting on her new role, Ms Gaines said it was a privilege to have the opportunity to continue to contribute to Fortescue.

“Over the past decade since joining Fortescue, I have been honoured to serve in various roles including non-executive director, chief financial officer, chief executive officer and global ambassador,” she said.

“I look forward to continuing to work with the executive chairman and the talented team across the business as we lead industry to decarbonise the mining operations and transition Fortescue to a global green energy and resources company.”

Today’s update follows several other changes to FMG’s senior executive ranks.

It announced last week the appointment of US-based energy executive Christine Morris as chief financial officer Fortescue Metals.

That followed the resignation of Ian Wells as CFO of parent company FMG and Guy Debelle as CFO of Fortescue Future Industries.