III. REMUNERATION (a) Establishment of Remuneration Committee The Remuneration Committee comprises the following members: Chairman : Tang Yuen Kin (Independent Non-Executive Director) Members : Dato’ Noor Rezan Binti Bapoo Hashim (Senior Independent Non-Executive Director) Datu Dr Rashidah Binti Bolhassan (Independent Non-Executive Director) (appointed on 18 April 2023) Dato’ Salleh Bin Mohd Husein (Independent Non-Executive Chairman) (resigned on 18 April 2023) All the members are Independent Non-Executive Directors. The full Terms of Reference setting out the Remuneration Committee’s composition, meeting proceedings, functions and reporting procedures can be viewed on the Company’s website, www.sasbadiholdings.com. A summary of activities carried out by the Remuneration Committee during the FYE 31 August 2023 is as follows: • Discussed and reviewed Directors’ fees for the FYE 31 August 2023 prior to recommending to the Board the tabling for shareholders’ approval of the said fees at the Tenth AGM held on 16 February 2023; • Discussed and reviewed the Executive Directors’ remuneration; • Reviewed the employees’ unutilised annual leave; and • Reviewed the performance of the principal officers/key senior management of the Group for the FYE 31 August 2022. (b) Directors’/Key Management Personnel’s Remuneration The Remuneration Committee has put in place a Remuneration Framework and Policy with the objectives of creating a fair and transparent system for determining the appropriate levels of remuneration for both Executive and Non-Executive Directors, and to ensure that the levels of remuneration are sufficient to attract and retain persons having the right skills, experience, competence and expertise to serve as Executive and Non-Executive Directors in the Company. None of the Executive Directors, Non-Executive Directors and senior management personnel participates in determining his/her individual remuneration packages, which are reviewed annually. Details of aggregate remuneration received by the Directors from the Company and the Group for the FYE 31 August 2023 are as follows: Director Fees RM’000 Salaries RM’000 Employees’ Provident Fund RM’000 Estimated Value of Benefits-in- kind RM’000 Total RM’000 Dato’ Salleh Bin Mohd Husein 60 – – – 60 Law King Hui 40 360 15 35 450 Lee Swee Hang 40 216 10 7 273 Law Yi Chian 40 216 27 17 300 Dato’ Noor Rezan Binti Bapoo Hashim 60 – – – 60 Tang Yuen Kin 60 – – – 60 Datu Dr Rashidah Binti Bolhassan 22 – – – 22 Total 322 792 52 59 1,225 ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD 59 Corporate Governance Overview Statement (continued)
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