annual report 2014
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2.
STRENGTHEN COMPOSITION (cont’d)
2.4 Annual Assessment
The Board carries out assessment on the effectiveness of individual Directors, the Board as a whole, and the
Board Committees on annual basis, to identify areas for improvement and for the purposes of reappointment
of Directors of the Company.
2.5 Directors’ Remuneration
Aggregate Directors’ Remuneration
Financial year ended 31 December 2014
Directors
Directors’ Fees
RMB
Emoluments
RMB
Total
RMB
Executive Directors
–
2,846,208
2,846,208
Non-Executive Directors
559,430
85,152
644,582
Grand Total
559,430
2,931,360
3,490,790
Remark: Directors reside in the People’s Republic of China (“PRC”) were paid in RMB, while the remaining
being paid in RM. For presentation purpose, directors’ remuneration paid in RM has been translated
at the exchange rate of RMB1: RM0.5637
Analysis of Directors’ Remuneration
Directors
Executive Directors
Non-Executive Directors
RMB100,000 and below
–
1
RMB150,001 – RMB200,000
1
3
RMB450,001 – RMB500,000
1
–
RMB1,100,001 – RMB1,150,000
2
–
The objective of the Group’s remuneration policy is to attract, retain and motivate the Directors of the quality
required to lead and control the Group effectively. For Executive Directors, the remuneration package is
structured to align the interests of the Executive Directors with those of shareholders and is linked to corporate
and individual performance, service seniority, experience and responsibilities. For Non-Executive Directors,
the level of remuneration is reflective of their experience and level of responsibilities.
The Remuneration Committee recommends for the Board’s approval, the framework of executive remuneration of
the Executive Directors’ remuneration package and terms of employment. The determination of the remuneration
package of Non-Executive Directors is a matter for the Board as a whole. Directors are required to abstain
from deliberations and voting on decisions concerning their own remuneration.
The Board is of the opinion that disclosure of remuneration by appropriate components and bands is adequate
to meet the objectives of MCCG 2012.
3.
REINFORCE INDEPENDENCE
Members of the Board are persons of high calibre from differing professional and commercial backgrounds. With a
blend of good management, entrepreneurial skills and industry-specific knowledge, they bring extensive depth and
diversity in experience and perspectives which are vital for the continued success of the Group. The profiles of each
Director are presented on pages 15 to 21 of this Annual Report.
To ensure an effective and independent supervision, all the Independent Non-Executive Directors in office are
independent of the Management and major shareholders and are free from any business or other relationship that
could materially interfere with the exercise of their independent judgement. The current Independent Non-Executive
Directors continue to fulfil the definition of independence as stipulated in the Main Market Listing Requirements
(“Listing Requirements”) of Bursa Malaysia Securities Berhad (“Bursa Malaysia”). None of the Directors have served
the Company for tenure exceeding nine (9) years, in accordance with the Recommendation 3.2 of MCCG 2012.
Statement on Corporate Governance (Cont’d)
