1. Introduction

This policy sets out the criteria to be used in recommending the remuneration package of Directors of Selangor Properties Berhad (“the Company”) and is in line with the best practice provisions of the Malaysian Code on Corporate Governance.

2. Objectives
    • 2.1.This policy is designed to:
    • 2.1.1.Determine the level of remuneration package of Directors whereas, the remuneration of Non-Executive Directors also operate as the same basis, except it requires shareholders’ approval;
    • 2.1.2.Attract, develop and retain high performing and motivated Directors with a competitive remuneration package;
    • 2.1.3.Provide a remuneration such that the Directors paid a remuneration which commensurate with the responsibilities of their position, reflecting their contributions for the year and which are competitive and consistent with the Company’s culture and strategy;
    • 2.1.4.To ensure the level of remuneration of Non-Executive Directors are linked to their level of responsibilities undertaken and contributions to the Board; and
    • 2.1.5.The Remuneration Committee is empowered to make qualitative and quantitative assessment of performance in reaching its recommendations. The Remuneration Committee is also empowered to provide appropriate disclosure of their assessment, if required, so that shareholders can understand the basis of its recommendation.
3. Remuneration Components
    • 3.1.Fixed Remuneration for Executive Chairman (“EC”)
    • 3.1.1.The fixed salary is determined according to:
    • The scope of the duty and responsibilities;
    • The conditions and experiences required;
    • The ethical values, internal balances and strategic targets of the Company;
    • The corporate and individual performance;
    • Current market rate within the industry and in comparable companies; and
    • The scale and complexity of both the business and the role.
    • 3.1.2.Other Benefits and Allowances
    • EC is entitled to receive those benefits available to the Company. The said benefits include medical coverage, motor vehicle related benefits, communicator and other claimable benefits and annual leave. The EC may receive other benefits that are considered to be appropriate in terms of the individual’s role, e.g. annual leave passage and security services.
    • 3.1.3.Bonus
    • The bonus in the case of EC designed to reward performance. The bonus is granted to the EC based on his performance against annual measures and targets set at the start of the year as well as Group results. A discretionary assessment is made to ensure that all factors which include measurable and qualitatives criteria are considered.
    • 3.2.Fixed Fee for Non-Executive Directors
    • 3.2.1.The fixed fee is determined according to:
    • On par with the rest of the market;
    • Reflect the qualifications and contribution required in view of the Group’s scale and complexity;
    • The extent of the duty and responsibilities;
    • The number of Board meeting; and
    • The corporate and individual performance.
    • 3.2.2.Other Benefits and Allowances
    • The benefits and allowances which should be recommended by the Board as a whole includes the following and subject to shareholders’ approval, where necessary:
    • Chairman’s allowance;
    • Meeting allowance;
    • Expenses incurred in the course of their duties as Directors; and
    • Benefit in kind such as motor vehicle, petrol, driver, medical benefits, use of mobile phone and accommodation.
4. Remuneration Procedures

Directors

    • 4.1.The Remuneration Committee reviews and approves the annual salaries, incentive arrangements, service arrangements and other employment conditions for the EC.
    • 4.2.The Remuneration Committee keeps abreast of the terms and conditions of service of the EC, his total remuneration package for market comparability.
    • 4.3.The determination of the remuneration for Non-Executive Directors is a matter for the Board as a whole. The EC will not be involved in deliberation when matters affecting his own remuneration arrangements is considered.
    • Senior Management

    • 4.4.The remuneration of Senior Management shall be structured to link rewards to the corporate and individual performance and shall take into consideration on the remuneration paid to them of other similar companies, whether in size and/or industry, the individual performance and responsibility, market competitiveness as well as the Group’s overall performance which are closely aligned to the objectives of the Company.
    • 4.5.The performance incentive given to the Senior Management shall be based on internally developed detailed performance related matrix which is prepared and verified by the Human Resource Department of the Group.
    • 4.6.The Senior Management who report to the EC are evaluated annually by the EC premised on annual measurements and targets set. Their remuneration levels are subject to the approval of the EC.
    • The Remuneration Policy for Directors is in line with the Group’s overall practice on compensation and benefits, which is to reward employees competitively, taking into account performance, market comparisons and competitive pressures in the industry. Whilst not seeking to maintain a strict market position, it takes into account comparable roles in similar organisations.

      The Remuneration Committee should conduct a periodic review of the criteria to be used in the recommendation of the remuneration package of Directors and EC. The Remuneration Committee should promptly communicate the new changes or amendments of the criteria to the Board and individual Directors.

      The Remuneration Committee ensures that the Remuneration Policy supports the Company’s objectives and shareholder value and is consistent with the Company’s culture and strategy.

5. Periodic Review and Disclosure

This policy shall be reviewed by the Remuneration Committee annually. The Board should disclose this policy in the Company’s website.

This Policy is dated 20 September 2018.