CORPORATE GOVERNANCE OVERVIEW STATEMENT CONT’D PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (Cont’d) III. REMUNERATION The NRC is entrusted by the Board on matters relating to the remuneration of the Board and Senior Management and making recommendations on the same to the Board for approval. The Company has in place a set of policies and procedures namely the Senior Management Remuneration Policy and Procedure which determines a clear and transparent remuneration package for Senior Management in order to support and drive business strategy and long-term objectives of the Group. The NRC is responsible to review said policy from time to time to ensure remuneration remains competitive, appropriate, and in alignment with the prevalent market practices. The NRC’s recommended remuneration for Executive Director and Senior Management are linked to their performance, qualifications, experience, and scope of responsibility. Whilst the remuneration of Independent Non-Executive Directors reflects the scope of responsibilities and commitments undertaken by them. The Board ensures that the remuneration for Independent Non-Executive Directors does not conflict with their obligation to bring objectivity and independent judgement on matters discussed at the Board meetings. The Directors did not receive any remuneration from its subsidiaries except from the Company. The details of the Directors’ remuneration for the FY 2023 are disclosed below, as well as Practice 8.1 of the Corporate Governance Report that is available on the Company’s website at www.ghl.com:- No Name Directorate Company (‘000) Fee Allowance Salary Bonus Benefits-inkind Other emoluments Total 1 Loh Wee Hian Executive Director - - 1,800.0 - 39.9 217.2 2,057.1 2 Sean S Hesh Executive Director - 341.81,735.0 671.5 31.2 0.7 2,780.2 3 Mohamed Rashdi Bin Mohamed Ghazali Independent Director 144.0 13.5 - - - - 157.5 4 Dato’ Chan Choy Lin, Carol Independent Director 120.0 24.0 - - - - 144.0 5 Tan Lye Sim Independent Director 72.0 24.0 - - - - 96.0 6 Kung Lee See Independent Director 72.0 24.0 - - - - 96.0 7 Matteo Stefanel Non-Executive Non-Independent Director - - - - - - - 8 Richard Henry Phillips Non-Executive Non-Independent Director - - - - - - - The Board is aware of the importance of transparency in disclosing the remuneration of its Senior Management. Due to the competitiveness of the industry for key talents, and to retain and recruit key talents, the Board is of the opinion that it is in the best interest of the Company to disclose the Company’s top five Senior Management personnel’s remuneration for FY 2023 in bands of RM300,000, which is available in Practice 8.2 of the Corporate Governance Report that is available on the Company’s website at www.ghl.com. 52 GHL SYSTEMS BERHAD 199401007361 (293040-D)
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