Page 74 - S P Setia Annual Report 2016






Page 74 - S P Setia Annual Report 2016
P. 74

72    S P Setia Berhad Group                                 Our Business | Our Performance Review | Our Leadership and People
                Annual Report 2016                                        | Our Achievements and Accolades | Our Sustainability Statement
                                                                         | Our Governance | Our Financial Statements | Other Information

          Corporate Governance Statement

                   Appointment of Senior INED
                   The Senior INED of S P Setia is Dato’ Ahmad Pardas Bin Senin, who was appointed by the Board as Senior INED on 12 March 2015.

              2.3   Remuneration Policies and Procedures

                   The Company’s remuneration policy for Directors is designed to enable the Company to attract and retain experienced and
                   knowledgeable individuals of the calibre needed to support the Company’s ambitious expansion plans in line with its overall
                   objective of delivering long-term value to its shareholders. The remuneration packages are structured to incentivise and
                   encourage creativity and innovation appropriate for a property, infrastructure and construction company.

                   Remuneration Procedures
                   The NRC recommends to the Board the remuneration package for the Executive Director. The remuneration package for the
                   Executive Director is structured on the basis of linking rewards to corporate and individual performance. Performance is measured
                   against the results achieved by the Group and individual achievement against targets set at the beginning of each year. It is the
                   ultimate responsibility of the entire Board to approve the remuneration of the Executive Director with the Executive Director
                   concerned abstaining from deliberations and voting on his own remuneration.

                   In the case of Non-Executive Directors, the remuneration package is determined by the Board as a whole on the recommendation
                   of the NRC. A review of the remuneration framework of the Non-Executive Directors was undertaken by the NRC and the Board
                   during FY2015 with the aim of achieving a sustainable and transparent remuneration policy which set the current remuneration
                   framework. In determining the appropriate level of remuneration, a benchmark study was conducted against other public listed
                   companies on Bursa Securities and peers in the same industry to ensure that a sustainable remuneration level was adopted by
                   the Board that is able to attract, retain and motivate Directors.

                   Remuneration Package

                   The remuneration package of Directors is as follows:

                   (i)   Basic Salary

                       The basic salary (inclusive of statutory employer’s contributions to the Employees Provident Fund) for the Executive Director
                       is recommended by the NRC, taking into account the individual responsibility, contribution, performance, and additional
                       responsibilities of the Directors, as well as the market rate for similar positions in comparable companies. Any increment to
                       the basic salary payable to the Executive Director is reviewed by the NRC and approved by the Board.
                   (ii)   Bonus Scheme

                       The Group operates a bonus scheme for all employees, including the Executive Director. The criteria for the scheme include
                       a set of Key Performance Indicators achieved by the Group from its business activities, together with an assessment of each
                       individual’s performance during the period. Bonus payable to the Executive Director is reviewed by the NRC and approved by the

                   (iii)   Fees and Other Emoluments

                       The Non-Executive Directors are remunerated by way of fees and allowances. Fees payable to Non-Executive Directors are
                       subject to shareholders’ approval at the AGM. The remuneration framework for the Non-Executive Directors is available in
                       the Board Charter.

                       The shareholders had, at the 41st AGM of the Company held on 18 May 2016, approved the payment of Director’s fees
                       for Non-Executive Directors with effect from 1 January 2016 amounting to RM50,000 per month for the Non-Executive
                       Chairman and RM10,000 per month for each of the Non-Executive Directors of the Company.
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