EXCEL FORCE MSC BERHAD Annual Report 2019

EXCEL FORCE MSC BERHAD - ANNUAL REPORT 2019 27 PRINCIPLE A - BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) Remuneration 6.0 The level and composition of remuneration of directors and senior management take into account the Company's desire to attract and retain the right talent in the Board and senior management to drive the company's long term objectives. The remuneration policies and decisions are made through a transparent and independent process. 6.1 The Remuneration Committee ("RC") of the Company consists of three (3) Independent Non-Executive Directors and its composition is as follows: Name of Directors Position Mr Lok Choon Hong Chairman Datuk Mat Noor bin Nawi (appointed on 27 September 2019) Member Pn Mohaini binti Mohd Yusof (appointed on 18 June 2019) Member The RC held one (1) meeting during the financial year ended 31 December 2019 to carry out its function as stated within the term of reference. The details of terms of reference of RC are available for reference on the Company's website at www.excelforce.com.my . 6.2 The RC's primary responsibility is to review and recommend the remuneration of Directors to the Board. The Board, as a whole, determines the remuneration of the Directors and the individual Director wouldabstain from discussing on his/ her own remuneration. In the case of Executive Directors, the remuneration scheme is structured based on corporate and individual performance. On the other hand, Non-Executive Directors are remunerated based on their experiences and the level of responsibilities undertaken by the respective Non-Executive Directors concerned. The RC will make its recommendations to the Board regarding the Company's policy on the staff remuneration by taking into consideration the salary and employment conditions within the industry and benchmarks from comparable companies. The Remuneration Committee strives to be competitive, linking staff rewards with their performance and responsibilities. The RC aims to directly align the interests of Directors, senior management and key executives with the interests of shareholders, to improve performance and achieve sustainable growth for the Company in the changing business environment, and to foster a greater ownership culture amongst its senior management and key executives. 7.0 Stakeholders are able to assess whether the remuneration of directors and senior management commensurate with their individual performance, taking into consideration the Company's performance. The details of the Directors' remuneration comprising remuneration received/receivable from the Company and subsidiary respectively in financial year ended 31 December 2019 are as follows:- 7.1 Aggregate remuneration of Directors categorized into appropriate components are as follows: Company Fees Salaries & Bonus Other Emoluments Total RM RM RM RM Executive Directors 353,935 1,040,638 - 1,394,573 Non-executive Directors 142,400 - - 142,400 Total 496,335 1,040,638 - 1,536,973 Corporate governance overview statement (CONT’D)