55
ANNUAL REPORT 2015
CORPORATEGOVERNANCEREPORT
54
BAKERTECHNOLOGYlimited
Principle8: Level andMixofRemuneration
RemunerationofExecutiveDirectorsandKeyManagementPersonnel
TheGroup’s remunerationpolicy forExecutiveDirectorsandkeymanagementpersonnel comprisesbase/fixedsalarycomponent andavariablebonuscomponent that
is linked to the Company/Group and individual performance and alignment with the interests of shareholders to promote the long-term success of the Company. In
settingremunerationpackages, theGroup takes intoconsideration themarketandpayconditionswithin the industryaswellas theGroup’sperformance in therelevant
financial year and individual performance.
TheExecutiveDirectors donot receiveDirectors’ fees. Non-ExecutiveDirectors, including Independent Directors, (save forMr Tan YangGuan, who is remuneratedby
wayof consultancy fees forprovidingfinancial adviceandoverview to theGroup) arepaidDirectors’ feeswhich take intoconsideration thecontribution, timeandeffort
spent and responsibilities of the Directors. The Directors’ fees comprise a basic fee and additional fees for appointment on Board Committees. The Non-Executive
Directorsarenot over compensated to theextent that their independencemay be compromised.
The Company does not have any contractual provisions to allow the Company to reclaim incentive components of remuneration from Executive Directors and key
management personnel inexceptional circumstancesofmisstatement of financial results, or ofmisconduct resulting infinancial loss to theCompany.
Currently, theCompany doesnot haveany long-term incentive schemes.
TheCompany’sBoard fee frameworkduring theyear (whichremainsunchanged from that in theprecedingfinancial year i.e. ended31December2014) issetoutbelow.
BasicFee forBoardMembers
$38,500per annum
Additional fee:
-Allowance forBoardChairman
75.0%of BasicFee
-Allowance for Lead IndependentDirector
20.0%of BasicFee
-Audit CommitteeChairman
50.0%of BasicFee
-Audit CommitteeMembers
25.0%of BasicFee
-Remuneration /NominatingCommitteeChairman
25.0%of BasicFee
-Remuneration /NominatingCommitteeMembers
12.5%of BasicFee
Shareholders’ approval will be sought at the AGM of the Company on 22 April 2016, for the payment of Directors’ fees proposed for the financial year ending 2016
amounting to$262,763 (FY2015: $262,763).
Principle9:DisclosureonRemuneration
DisclosureofRemuneration
TheDirectors’ remuneration forFY2015 is set out below:
Directors
Fees
($)
Salary, CPF&
Allowance
($)
Bonus
($)
OtherBenefits*
($)
Total
($)
LimHoSeng
72,187
–
–
–
72,187
DrBenetyChang
–
487,575
249,900
–
737,475
JeanetteChang
(1)
–
285,650
61,200
–
346,850
TanYangGuan
–
–
–
138,995
138,995
WongMengYeng
65,450
–
–
–
65,450
AngMiahKhiang
62,563
–
–
–
62,563
HanSahHeokVicky
62,563
–
–
–
62,563
Notes:
(1)
MsJeanetteChang is thedaughter of DrBenetyChang, Chief ExecutiveOfficer.
* this relates to consultancy feespaidby theGroup.
