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Company. None of the RC
members or Directors is involved
in deliberations in respect of any
remuneration, compensation
or any form of benefit to be
granted to him/her. For FY2018,
no remuneration consultant
was appointed to review the
Directors’ remuneration.
The RC reviews the Company’s
obligations under the service
agreements of the Executive
Directors and key management
personnel that would arise in the
event of termination of these
service agreements to ensure
that such service agreements
contain fair and reasonable
termination clauses.
Principle 8:
Level and Mix of Remuneration
Remuneration of Executive
Directors and Key Management
Personnel
The Group’s remuneration
policy for Executive Directors
and key management personnel
comprises a base/fixed salary
component and a variable bonus
component 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 setting
remuneration packages, the
Group takes into consideration
the market and pay conditions
within the industry as well as
the Group’s performance in
the relevant financial year and
individual performance.
The Executive Directors do
not receive Directors’ fees.
Non-Executive Directors,
including Independent
Directors, (save for Mr Tan Yang
Guan, who is remunerated
by way of consultancy fees
for providing financial advice
and overview to the Group)
are paid Directors’ fees which
take into consideration the
contribution, time and effort
spent and responsibilities of
the Directors. The Directors’
fees comprise a basic fee and
additional fees for appointment
on Board Committees. The
Non-Executive Directors are not
over compensated to the extent
that their independence may be
compromised.
The Directors’ fee framework
for the financial year ending
31 December 2019 (“FY2019”) is
the same as that for FY2018,
as above.
Shareholders’ approval will
be sought at the AGM of the
Company on 26 April 2019, for
the payment of Directors’ fees of
S$273,000 to be paid quarterly in
arrears for FY2019.
Having reviewed and considered
the variable components in the
remuneration packages of the
Executive Directors 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 Executive Directors and
key management personnel in
exceptional circumstances of
misstatement of financial results,
or of misconduct resulting in
financial loss to the Company.
The Company’s Share Option
Scheme approved at the
extraordinary general meeting
held on 22 May 2002 (2002
Scheme) has expired on 21 May
2012. There has been no new
share option scheme since the
expiry of the 2002 Scheme. The
Company will consider employee
share option scheme or other
long-term incentive scheme as
and when deemed necessary.
Basic Fee for Board Members
$40,000 per annum
Additional fee:
- Allowance for Board Chairman
75.0% of Basic Fee
- Allowance for Lead Independent Director 20.0% of Basic Fee
- Audit Committee Chairman
50.0% of Basic Fee
- Audit Committee Member
25.0% of Basic Fee
- Remuneration / Nominating Committee
Chairman
25.0% of Basic Fee
- Remuneration / Nominating Committee
Member
12.5% of Basic Fee
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