CapitaMall Trust - Annual Report 2014 - page 43

(B) REMUNERATION MATTERS
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.
Level and Mix of Remuneration
Principle 8:
The level and structure of remuneration should be aligned with the long-term interest and risk
policies of the company, and should be appropriate to attract, retain and motivate (a) the
directors to provide good stewardship of the company, and (b) key management personnel to
successfully manage the company. However, companies should avoid paying more than is
necessary for this purpose.
Disclosure on Remuneration
Principle 9:
Every company should provide clear disclosure of its remuneration policies, level and mix of
remuneration, and the procedure for setting remuneration, in the company’s Annual Report. It
should provide disclosure in relation to its remuneration policies to enable investors to
understand the link between remuneration paid to directors and key management personnel,
and performance.
The Manager believes that a framework of remuneration for the Board and key executives should not
be taken in isolation. It should be linked to the building of management bench strength and the
development of key executives. This is to ensure continual development of talent and renewal of
strong and sound leadership for a sustainable business and a lasting company in the best interests
of CMT.
The remuneration of the Directors and employees of the Manager is paid by the Manager, and not by
CMT. As the Manager is a subsidiary of CL, it adheres to the remuneration policies and practices of
CL. The Manager therefore does not have a remuneration committee.
The Manager’s tapping on the compensation framework of CL puts the Manager in a better position
to attract better qualified management talent, who may otherwise not be attracted to a standalone
REIT manager. The Manager being a subsidiary of CL also provides an intangible benefit of allowing
its employees to be associated with a wider corporate group identity which can offer them the depth
and breadth of experience and career horizon and this enables the Manager to attract and retain
qualified individuals.
The Board has carefully considered the remuneration policies and practices of CL and is satisfied
that such policies and practices will provide the Manager with a suitable remuneration policy.
The Directors’ fees for FY 2014 are shown in the table on page 42 of the Annual Report. The CEO
does not receive any fees in his capacity as a Director. Directors’ fees generally comprise a basic
retainer fee as a Director, an additional fee for serving on any of the Board Committees and an
attendance fee for participation in meetings of the Board and any of the Board Committees, project
meetings and verification meetings.
Leading with Confidence | 41
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