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64

KUMPULAN FIMA BERHAD

(11817-V) |

Annual Report

2016

The Remuneration Committee met once during the financial year.

Key focus areas of the Remuneration Committee during the financial year included reviewing and

making recommendations to the Board in relation to the fixed remuneration, annual incentive and

long-term incentive awards for the Group MD.

1.8.4 Options Committee

The Options Committee was established on 23 March 2011 with delegated authority to administer

the Company Employees’ Share Scheme (“ESS”) and to decide on all relevant matters incidental

thereto in accordance with the ESS Bye-Laws including, but not limited to, the power to determine

the criteria for eligible employees, the entitlement for eligible employees and the granting of options

to such eligible employees. The shareholders of the Company had at the Extraordinary General

Meeting held on 21 September 2011 approved the establishment of the ESS.

The Options Committee is entrusted with the following responsibilities:

To administer the ESS in accordance with the ESS Bye-Laws and in such manner as it shall

in its discretion deem fit and within such powers and duties as are conferred upon it by the

Board;

To review and amend, at any time and from time to time, any provisions of the ESS Bye-

Laws, provided that the amendments are not prejudicial to the eligible employees and with

the prior approval of the shareholders of the Company. Such modifications/variations shall

be subject to the approval of the Board and the relevant regulatory authorities; and

Such other authorities as governed by the ESS Bye-Laws and/or are conferred upon the

Committee by the Board from time to time.

Members of the Options Committee consist of the following Directors:

Dato’ Rosman bin Abdullah

(Chairman, Independent Non-Executive Director)

Rozilawati binti Haji Basir

(Member, Non-Independent Non-Executive Director)

Dato’ Roslan bin Hamir

(Member, Non-Independent Executive Director)

The Secretary to the Committee shall be the Company Secretaries. One (1) meeting was held

during the financial year. In addition to this scheduled meeting, one (1) resolution was approved

by way of circular resolution.

1.8.5 Management Committees

Various management committees comprising of senior management/heads of operating units

have been established to oversee the areas of business operations assigned to them under their

respective mandates. The committees are: