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E U R O S P O R T S G L O B A L L I M I T E D
The Company Secretary assists the Chairman in ensuring good information flows within the Board and its Board Committees.
The Company Secretary attends Board and Board Committee meetings and prepares minutes for all meetings and, where
appropriate, provides advice, secretarial support and assistance to the Board and ensures adherence to the board procedures
and relevant rules and regulations applicable to the Company. Under Article 151 of the Articles of Association of the Company,
the Company Secretary may be appointed and removed by the directors.
I ndependen t p r o f e s s i ona l adv i c e
The Board has a process for directors, either individually or as a group, in the furtherance of their duties, to engage independent
professional advisers, if necessary, at the Group’s expense.
( b ) remune r a t i on ma t t e r s
Procedures for Developing remuneration Policies
Principle 7: There should be a formal and transparent procedure for developing policy on executive remuneration and for
fixing the remuneration packages of individual directors. no director should be involved in deciding his own remuneration.
The Remuneration Committee comprises Mr Lim Kim Quee, Mr Tan Siok Sing and Mr Ng Tiak Soon, all whom are Non-
Executive Independent Directors. Mr Lim Kim Quee is the Chairman of the Remuneration Committee.
The Remuneration Committee is responsible for ensuring a formal and transparent procedure for developing policies on
executive remuneration, and for fixing the remuneration packages of individual directors and key management personnel.
The members of the Remuneration Committee carried out their duties in accordance with the terms of reference which
include, amongst others, the following:
(a)
Review and recommend for endorsement by the Board, a general framework of remuneration for the Board and key
management personnel;
(b)
Review and recommend for endorsement by the Board, specific remuneration packages for each director and key
management personnel;
(c)
Review whether Executive Directors and key management personnel should be eligible for benefits under long-term
incentive schemes;
(d)
Review annually the remuneration packages of all employees who are related to any of the directors, controlling
shareholders or the executive officers;
(e)
Ensure that the remuneration packages are comparable within the industry and with similar companies and include a
performance-related element;
(f)
Ensure that there are appropriate and meaningful measures of assessing the performance of Executive Directors and
key management personnel;
(g)
Ensure that the remuneration package of key executives related to directors and controlling shareholders of the Group
are in line with the Group’s staff remuneration guidelines and commensurate with their respective job scopes and
levels of responsibilities; and
(h)
Implement and administer performance share plan and employee share option scheme in accordance with the rules
of the share plan and option scheme adopted by members of the Company from time to time;
(i)
Review the Group’s obligations arising in the event of termination of the Executive Director’s and key management
personnel’s contracts of service to ensure that such contracts of service contain fair and reasonable termination
clauses which are not overly generous.
The Remuneration Committee may from time to time and where necessary seek advice from external remuneration consultant
in framing the remuneration policy and determining the level and mix of remuneration for Directors and key management
personnel. The Board has not engaged any external remuneration consultant to advise on remuneration matters for FY2015.
No director is involved in determining his own remuneration.
CorPoraTE
goVErnanCE rEPorT
