Exhibit 10.iii.f.
THE MOSAIC COMPANY
SUMMARY OF BOARD OF DIRECTOR COMPENSATION
Non-Employee Directors
The policy adopted by the Board of Directors (the “Board”) of The Mosaic Company (“Mosaic”) for fiscal 2010 provides for cash compensation to non-employee directors as follows:
| • | an annual cash retainer of $170,000 to the Chairman of the Board and $85,000 to each other director; |
| • | an annual cash retainer of $20,000 to the Chairman of the Audit Committee and $10,000 to other members of this Committee; |
| • | an annual cash retainer of $15,000 to the Chairman of the Compensation Committee and $5,000 to other members of this Committee; |
| • | an annual cash retainer of $10,000 to each director who serves as Chair of the Corporate Governance and Nominating Committee, Environmental, Health and Safety Committee and Cargill Transactions Subcommittee of the Corporate Governance and Nominating Committee; and |
| • | an annual cash stipend of $25,000 to the Chair of a special committee comprised of all of the independent directors on the Board to consider governance matters relating to the expiration of the Amended and Restated Investor Rights Agreement Mosaic entered into with Cargill on August 17, 2006. |
In addition, the policy in effect during fiscal 2010 provided for an annual grant of restricted stock units providing grants of Mosaic common stock, valued at $170,000 for the Chairman of the Board and $85,000 for each other director.
Mosaic does not pay meeting fees or provide any perquisites to our directors. Mosaic does reimburse directors for travel and business expenses incurred in connection with meeting attendance.
Employee Directors
Directors who are employees receive no director fees or other separate compensation for service on the Board or any committee of the Board for the period during which they are employees.