ACCESS TO INFORMATION
Principle 6
The Board is provided with relevant financial, operational, compliance, information technology and other management
information regularly on a quarterly basis to help them carry out their responsibilities effectively. In addition, all relevant
information on material events and transactions are circulated to Directors as and when they arise.
All Board members have separate and independent access to the advice and services of the Company Secretary. The
Company Secretary attends all Board and Board committees meetings during the financial year. He is responsible for ensuring
that Board procedures are followed and that applicable rules and regulations such as the SGX-ST Listing Manual (“Listing
Manual”), Companies Act (Chapter 50), Securities and Futures Act (Chapter 289) and the Constitution of the Company and
all governance matters are complied with. The appointment and the removal of the Company Secretary are subject to the
Board’s approval.
All Board members also have separate and independent access to the senior management of the Company and the Group.
Board members are aware that they, whether as a group or individually, in the furtherance of their duties, can take independent
professional advice, if necessary, at the Company’s expense.
B. REMUNERATION MATTERS
PROCEDURES FOR DEVELOPING REMUNERATION POLICIES
Principle 7
REMUNERATION COMMITTEE
The Remuneration Committee (“RC”) comprises five Directors, majority of whom including the Chairman is independent. The
RC members are as follows:
Er Kwong Wah (Chairman)
Non-Executive Independent
Wu Zi Heng
Non-Independent Executive
Tom Yee Lat Shing
Non-Executive Lead Independent
Wang Kai Yuen
Non-Executive Independent
Ang Swee Tian
Non-Executive Independent
The principal functions of the RC are to:
a)
recommend to the Board base salary level, benefits and incentive programmes, and identify components of salary
which can best be used to focus management staff on achieving corporate objectives;
b)
approve the structure of compensation programme (including but not limited to Directors’ fees, salaries, allowances,
bonuses, options, shares-based incentives & awards and benefits in kind) for the Directors and senior management
to ensure that the programme is competitive and sufficient to attract, retain and motivate senior management of the
required quality to run the Company successfully;
c)
review, on annual basis, the compensation package of the Company’s Directors and senior management personnel
and determine appropriate adjustments; and
d)
review the Company’s obligations arising in the event of termination of EDs and key management personnel contracts
of service to ensure that such contracts of service contain fair and reasonable termination clauses which are not
overly generous;
e)
administer the COSCO Group Employees’ Share Option Scheme 2002.
Corporate Governance and Transparency
CORPORATE
GOVERNANCE
40
COSCO Corporation (Singapore) Limited
Annual Report 2015
