Perennial Real Estate Holdings Limited - Annual Report 2015 - page 135

BUILDING LANDMARKS, CHARTING GROWTH
133
Annual Report 2015
(d) Market-related Benefits
The employment-related benefits provided are
comparable with local market practices.
Guidelines 8.3 : Remuneration of non-executive
Directors
The non-executive Directors receive their Directors’ fees
in accordance with their various levels of contributions,
taking into account factors such as their responsibilities,
effort and time spent for serving on the Board and the
Board Committees. Their remuneration package
consists of basic retainer fees as a Director as well as
additional fees for serving on the Board Committees.
The Lead Independent Director also receives an
additional fee which reflects his greater responsibility.
The fee structure for non-executive Directors for the
Period is as follows:
Fee Structure
S$
Basic Retainer Fee
Director
50,000
Appointment to Audit and Risk Committee
Committee Chairman
25,000
Committee Member
15,000
Appointment to Remuneration Committee
Committee Chairman
10,000
Committee Member
5,000
Appointment to Nomination Committee
Committee Chairman
10,000
Committee Member
5,000
Appointment as Lead Independent Director
Lead Independent Director
10,000
The RC ensures that the non-executive Directors are not
over-compensated to the extent that their independence
may be compromised. Mr. Pua Seck Guan, being the
CEO of the Company, does not receive Director’s fees
but is remunerated as a member of the Management.
During the Period, all independent non-executive
Directors, except Mr. Ooi Eng Peng who was
appointed with effect from 28 July 2015, received
share options under the Perennial Employee Share
Option Scheme 2014. The basis of allocation of the
number of share options took into account the
Director’s roles and responsibilities. The granting of
share options to independent non-executive Directors
aims to encourage the alignment of interests between
these Directors and the Shareholders.
The aggregate Directors’ fees for non-executive
Directors are subject to Shareholders’ approval at the
AGM. The Chairman and the non-executive Directors
will abstain from voting, and will procure their
respective associates to abstain from voting in respect
of this resolution for the Directors’ fees.
Guideline 8.4 : Reclamation of incentive components
of remuneration
The RC is responsible for considering the reclamation of
incentive components of remuneration from the
executive Director and key management personnel in
exceptional circumstances of misstatement of financial
results, or of misconduct resulting in a financial loss to
the Company. The RC shall look into the implementation
of such reclamation of incentive components.
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