BUILDING LANDMARKS, CHARTING GROWTH
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Annual Report 2015
iii. Review the training and development of the Board, key management personnel and talented executives
within the Company.
iv. Review and recommend candidates for appointments to the Board and the Board Committees (excluding
the appointment of existing members of the Board to a Board Committee).
v.
Review and recommend nomination for re-appointment or re-election or renewal of appointment of the Director.
vi. Determine if a Director is independent.
vii. Assess each Director’s contribution and performance and this may involve the following matters:
• Attendance;
• Preparedness;
• Participation; and
• Candour.
viii. Recommend to the Board objective performance criteria for the purpose of evaluating the Board’s
performance as a whole and to implement performance evaluation established by the Board.
ix. Evaluate the Board’s performance as a whole.
C. Remuneration Committee
i.
Review and recommend the remuneration framework for the Board and key management personnel.
ii.
Review and recommend the remuneration packages for each Director as well as the key management
personnel.
iii. Consider, review and approve and/or vary (if necessary) the entire specific remuneration package and
service contract terms for each key management personnel (including salaries, allowances, bonuses,
payments, options, benefits in kind, retirement rights, severance packages and service contracts) having
regard to the executive remuneration policy within the Company.
iv. Consider and approve termination payments, retirement payments, gratuities, ex-gratia payments,
severance payments and other similar payments to key management personnel.
v.
Review the on-going appropriateness and relevance of executive remuneration policy and other
benefit programmes.
vi. Review and approve the design of all option plans, stock plans and/or other equity based plans.
vii. Determine each year whether awards will be made under each of the equity plans.
viii. Review and approve each award as well as the total proposed awards under each plan in accordance to the
rules governing each plan.
ix. Review, approve and keep under review performance hurdles and/or fulfilment of performance hurdles for
each of the equity based plans.
D. Corporate Disclosure Committee
i.
Review and approve the release of material information to the public relating to the Company,
its subsidiaries, associated or investment companies that is necessary to avoid the establishment of a false
market in its securities or which would be likely to materially affect the price of its securities.
ii.
Delegate authority to the CEO, failing him, any two of either the Deputy CEO or the Chief Operating Officer
or the CFO or the Company Secretary, to review and approve the release of routine information to the public.
