Baker Tech AR 2017 - page 61

TheRChad reviewed theDirectors’ fee frameworkwith effect from
the financial year ending 31December 2018 (“FY2018”) inorder to
better alignwithmarket benchmarks. TheBoard agreedwith theRC’s
recommendation topropose a revisionof theBoardbasic fee from
$38,500 to $40,000per annum from FY2018 as follows:
BasicFee for BoardMembers
$40,000per annum
Additional fee:
-Allowance for BoardChairman
75.0%of Basic Fee
-Allowance for Lead IndependentDirector
20.0%of Basic Fee
-AuditCommitteeChairman
50.0%of Basic Fee
-AuditCommitteeMembers
25.0%of Basic Fee
-Remuneration /NominatingCommitteeChairman 25.0%of Basic Fee
-Remuneration /NominatingCommitteeMembers 12.5%of Basic Fee
Shareholders’ approval will be
sought at theAGMof theCompany
on27April 2018, for thepayment
of Directors’ fees of S$273,000 to
bepaidquarterly in arrears
for FY2018.
Having reviewed and considered
the variable components in the
remunerationpackages of the
ExecutiveDirectors and key
management personnel, the
RC is of the view that it is not
necessary to institute contractual
provisions to reclaim incentive
components of remuneration
from ExecutiveDirectors and
keymanagement personnel in
exceptional circumstances of
misstatement of financial results,
or ofmisconduct resulting in
financial loss to theCompany.
TheCompany’s ShareOption
Scheme approved at the
extraordinary generalmeeting
heldon 22May 2002 (2002
Scheme) has expiredon 21May
2012. There has beennonew
shareoption scheme since the
expiry of the 2002 Scheme. The
Companywill consider employee
shareoption schemeor other
long-term incentive scheme as
andwhendeemednecessary.
Principle8:
Level andMixofRemuneration
Remunerationof Executive
DirectorsandKeyManagement
Personnel
TheGroup’s remunerationpolicy
for ExecutiveDirectors and key
management personnel comprises
a base/fixed salary component
and a variable bonus component
that is linked to theCompany/
Group and individual performance
and alignment with the interests
of shareholders topromote
the long-term success of the
Company. In setting remuneration
packages, theGroup takes into
consideration themarket andpay
conditionswithin the industry as
well as theGroup’s performance
in the relevant financial year and
individual performance.
TheExecutiveDirectorsdonot
receiveDirectors’ fees.Non-
ExecutiveDirectors, including
IndependentDirectors, (save for
Mr TanYangGuan,who is
remuneratedbywayof consultancy
fees for providingfinancial advice
andoverview to theGroup) are
paidDirectors’ feeswhich take into
consideration thecontribution, time
andeffort spent and responsibilities
of theDirectors. TheDirectors’ fees
compriseabasic feeandadditional
fees for appointment onBoard
Committees. TheNon-Executive
Directors arenot compensated to
theextent that their independence
maybecompromised.
. 5 9
ANNUAL
REPORT
20 1 7
THE BE ST
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