Wah Seong Corporation Berhad Annual Report 2019

43 ANNUAL REPORT 2019 REMUNERATION COMMITTEE 1. MEMBERS AND MEETING Members and details of attendance of Directors at the Remuneration Committee Meeting of the Company for the financial year ended 31 December 2019 are as follows:- Name of Director Directorship Date of Appointment No. of Meeting Attended ^ Tan Sri Saw Choo Boon (Chairman) Independent Non-Executive Director 25 February 2019 - * Halim Bin Haji Din (Member) Independent Non-Executive Director 22 May 2002 1/1 Professor Tan Sri Lin See Yan (Member) Senior Independent Non-Executive Director 25 August 2014 1/1 ** Chan Cheu Leong (Member) Managing Director/ Group Chief Executive Officer 22 May 2002 1/1 ^ Appointed as chairman of Remuneration Committee with effect from 25 February 2019. * Re-designated as member of Remuneration Committee with effect from 25 February 2019. ** Resigned as member of Remuneration Committee with effect from 25 February 2019. 2. ROLE OF THE REMUNERATION COMMITTEE The Remuneration Committee (“RC”) shall set the policies and procedures to determine the remuneration of the Company’s Board of Directors and Senior Management, drawing from outside advise as necessary with the objective of ensuring:- a. that the Company’s Executive Directors are fairly rewarded for their individual contributions to the Company’s overall performance; b. that the levels of remuneration are sufficient to attract and retain the Directors needed to run the Company successfully; and c. that the level and composition of remuneration of Senior Management take into account the Company’s intention to attract and retain the right talents to drive the Company’s long-term objectives. The determination of remuneration packages of Non-Executive Directors, including Non-Executive Chairman should be a matter for the Board as a whole. The individuals concerned should abstain from discussion of their own remuneration. 3. TERMS OF REFERENCE i. Composition The RC shall be headed by a Non-Executive Chairman and its members shall comprise exclusively of Non- Executive Directors, a majority of whom are independent. ii. Quorum of Meetings A minimum of two (2) RC Members present in person shall constitute the quorum. Any other person(s) maybe invited or determined by the RC and/or the RC Chairman from time to time to attend the RC meeting. iii. RC Members The RC Members are as disclosed above.