INDOFOOD AGRI RESOURCES LTD
ANNUAL REPORT 2015
55.
The RC will submit its recommendations to the Board for endorsement before tabling it for shareholders’ approval at the AGM.
The RC is also empowered to review the human resource management policies of the Group.
LEVEL AND MIX OF REMUNERATION [PRINCIPLE 8]
The Group’s remuneration policy seeks to align the interests of employees with the Group, to reward and encourage performance
based on its core values and to ensure that remuneration is commercially competitive to attract and retain talent.
The remuneration framework for Independent Directors adopted by the RC comprises of a base fee as a member of the Board.
In addition, Independent Directors who perform additional services in Board committees are paid an additional fee for such
services. If the Director is required to travel for meetings or for any other purpose of the Company, the Company will reimburse
the travel expenses incurred plus travelling allowances.
The Chairman of the Board and each Board Committee are paid a higher fee than the members of the respective committees in
view of the greater responsibility carried by that office. Executive Directors and Non-Executive Directors are not paid Directors’
fees. Directors’ fees are submitted as a lump sum for shareholders’ approval at the AGM.
The RC approves the framework of remuneration for the Executive Directors and Key Executives. The RC exercises broad
discretion and independent judgment, and consults with the controlling shareholder to ensure that the compensation amount
and remuneration mix are appropriate for the Company and for the respective individual roles. The remuneration mix of the
Executive Directors and Key Executives consists of two components: an annual fixed cash component which comprises the
annual basic salary and other fixed allowances; and an annual variable cash performance incentive which is linked to the
Company and its operating units’ and individual employee’s performance.
To motivate results, the compensation is directly linked to corporate and individual performance. This is achieved by
incorporating relevant and appropriate Key Performance Indicators (“
KPIs
”) for the annual rewards and cash incentives. The
Company measures its performance against its strategic objectives across six areas – crop, cost, condition, people, process
and product. This provides a framework enabling employees to understand how they have contributed to each area, and to the
overall performance of the Company.
In determining the quantum for the variable component of the remuneration, the RC takes into account the extent to which the
above performance conditions are met. The RC has the discretion not to award or reclaim the variable incentives from Executive
Directors and key management personnel in exceptional circumstances involving material misstatement of financial results or
misconduct resulting in financial loss to the Company. The RC is satisfied that remuneration is aligned to performance during
the year 2015.
DISCLOSURE ON REMUNERATION [PRINCIPLE 9]
The Board and Management are not in favour of disclosing the exact remuneration of its Directors and the CEO, and the salary
band for each key executive with a breakdown (in percentage or dollar terms) of the remuneration earned as stipulated by the
2012 Code. This is considering that the competitive environment and the nature of the industry including the confidentiality in
such information, as this may adversely affect our ability to attract and retain talent.
Directors’ Remuneration
The remunerations of the Directors and the CEO, for the financial year ended 31 December 2015 are as follows:
Name of Directors
Fixed/Variable Salary
Directors’ Fees
Above S$1,000,000
Mark Julian Wakeford
100%
–
Moleonoto Tjang
100%
–
Below S$250,000
Lee Kwong Foo, Edward
–
100%
Lim Hock San
–
100%
Goh Kian Chee
–
100%
Hendra Susanto
–
100%
Tjhie Tje Fie
(1)
–
–
Axton Salim
(1)
–
–
Suaimi Suriady
(1)
–
–
(1)
Remuneration was paid by the parent company, PT ISM or other group of companies
C
O
R
P
O
R
A
T
E
G
O
V
E
R
N
A
N
C
E
