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Annual Report 2017

83

statement on

corporate governance

Dato’ Rosman bin Abdullah

(Member, Independent Non-Executive Director)

Rozilawati binti Haji Basir

(Member, Non-Independent Non-Executive Director)

The Remuneration Committee met once during the financial year and all members registered full attendance.

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.

The Remuneration Committee was dissolved with effect from 1 April 2017 following the establishment of the

Nomination and Remuneration Committee.

1.9.4 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)