The Remuneration and Nomination Committee of the Board, whose membership is set out below, consists solely of Non-Executive directors of whom majority are Independent Directors.
Mr Chan Chee Beng – Non-Executive Director (Chairman)
Mr P G Kumarasinghe Sirisena – Non-Executive Independent Director
Mr Lawrence Paratz – Non-Executive Independent Director
The Company Secretary functions as the Secretary of the Committee.
The Committee invites the Chief Executive Officer, Group Chief Financial Officer, Chief Human Resource Officer and external advisers to attend for all or any part of the meeting as required.
The principal tasks of the Committee include:
The Chairman and Chief Executive Officer are fully consulted on remuneration proposals.
The main elements of the remuneration package for the CEO and senior management are basic salary, benefits, and performance related annual bonus. Payment of an annual bonus depends on achievement of operating profit targets and personal goals. Salary of the CEO and senior management are reviewed annually in January, considering year-on-year inflation of the Country, organisational performance, and individual performance.
The Chairman’s fee is determined based on the role and time commitment that is in excess of the normal level for a chairman. He is closely involved in strategy implementation and executing the Board’s strategic decisions.
The remuneration of Non-Executive Directors solely comprises of an attendance fee at meetings, which is determined by the Board of Directors as a whole. The fee for Non-Executive Directors has been reviewed in May 2018, taking into consideration the increase of their responsibility levels, time commitment, and market comparators.
Details of the overall Directors’ remuneration charged to the Group Income Statement is shown in Note 7.
The Directors have no beneficial interests in any of the Group’s subsidiary undertakings.
The Committee met on five occasions during the year 2018 and the activities carried out are summarised below:
On behalf of the
Remuneration and Nomination Committee
Chan Chee Beng
21 February 2019