Remuneration Policy for Directors and Senior Management


1.0 Purpose

           The Remuneration Committee is authorised by the Board to establish a formal and transparent policy on the remuneration packages of individual Directors and Senior Management. The Board believes in a remuneration policy that fairly supports the Directors’ responsibilities and fiduciary duties in steering the Group. The policy sets out the remuneration principles for the Board of Directors (“Board”) and the Remuneration Committee to deliberate the remuneration of Directors and/or Senior Management of the Company, which take into account the demands, complexities and performance as well as skills and experience required.


2.0 Principles

           The Policy is guided by the following key principles in remunerating the Directors of the Company: -

           (i)     fees payable to Directors who hold non-executive office in the Company shall be paid by a fixed sum and not by a commission on or percentage of profits or turnover;

           (ii)    fees and/or benefits (including meeting allowance) payable to Directors are subject to annual shareholders’ approval at a general meeting, where notice of the proposed fees and/or benefits has been given in the notice convening the meeting; and

           (iii)   salaries and other emoluments payable to Directors who hold an executive office in the Company pursuant to a contract of service need not be determined by the Company in general meeting but such salaries and emoluments may not include a commission on or percentage of turnover.


3.0 Remuneration Structure


      (i)     Remuneration for Non-Executive Directors


  •      The remuneration of Non-Executive Directors comprises Directors’ fees and meeting allowances which include reimbursement of expenses, if any. The Directors’ fees consist of fees for being members of the Board of the Company and the Board Committee.
  •     The remuneration shall take into account the level of experience, responsibilities and position undertaken by a Non-Executive Director and shall be reviewed from time to time.
    The Non-Executive Directors are not entitled to any share option scheme and performance-based bonuses.


      (ii)     Remuneration for Executive Directors and Senior Management


  •       The remuneration package of Executive Directors’ and Senior Management is inclusive of fixed salary, contractual and performance based annual bonus, and other benefits (non-cash or benefits-in-kind).
  •       The remuneration package is based on the Executive Directors’ and Senior Management’s qualifications, experience, market competitiveness, individual’s and the Group’s performance. The Remuneration Committee deliberates on the remuneration of Executive Directors’ and Senior Management.
  •       The salaries of Executive Directors’ and Senior Management shall be reviewed on an annual basis or when it is deemed appropriate especially when there is a promotion or a change in responsibility.


4.0 Review and Disclosure


          (i)     The Board will review the Policy from time to time and make any necessary amendments to ensure that it remain consistent with the Board’s objective, current law and practice.

          (ii)    The board shall disclose the Policy in the annual report of the Company.

          (iii)   The Policy is made available for reference on the Company’s website.


Reviewed by Remuneration Committee and approved by Board of Directors on 11 September 2019.